


A Girl Named Roxie

by Buttercrush



Category: Cartoon Network Universe: FusionFall
Genre: Gen
Language: English
Status: In-Progress
Published: 2019-07-31
Updated: 2020-01-01
Packaged: 2020-07-27 14:24:31
Rating: Teen And Up Audiences
Warnings: Graphic Depictions Of Violence, Major Character Death
Chapters: 5
Words: 44,496
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/20047528
Author URL: https://archiveofourown.org/users/Buttercrush/pseuds/Buttercrush
Summary: Planet Fusion had always been recorded as having a hostile population. However, when the planet begins an intergalactic rampage for universal domination, human-alien hybrid Roxie Leeblossom must worry about saving her friends, family, and even herself from an alien apocalypse. (( AU. Based on OC. Updates on FFN first. ))





	1. Intergalactic Alliances

**Author's Note:**

> This the third, and hopefully final attempt at creating a full FusionFall Fanfiction based on an OC. I would like to go ahead and place a trigger warning here for intense violence, strong language, alcohol, and minor abuse. Read as you wish. This fanfic's canon is what I like to call the "Roxieverse," taking elements from the original FusionFall game, FusionFall Heroes, the fan-made FusionFall Legacy and Retro, and FMHQ's FusionFall Roleplay, which today's Roxie originated from. I even incorporated some scrapped elements from the OG game. As such, characters featured in these iterations will be will be featured. All other OCs I will use with permission, and credit will be given on the chapter I introduce them. 
> 
> Now, shall we get started...?

_9 June 2014_

The galaxy of Harjemina was nothing too special. Home to the smallest black hole in the universe, Harjemina housed the star Samas, which served as the sun to three planets orbiting around it. The planet closest to Samas was Teslavorr, where the Conductoid species lived, flourishing on electrical energy. The second planet from Samas was Gurgrond, home to the extremely technological advanced Gurgonions and their intelligent robot creations. The third planet from Samas was Planet Fusion, which was nearly a barren wasteland.

The mucky green planet of Fusion was not a popular tourist location, as one could guess. Not much was known about the Fusions who lived there. Their leader, Lord Fuse had been running a totalitarian dictatorship since the beginning of the planet. The first recorded piece of history about the planet included the big guy himself, ruling above his gooey, green citizens. However, when the fat, Orcish toad-like Gurgonions invited Lord Fuse to create an alliance between the planet, the Fusion Master sent good word. A feast was to be held in honor of the new-found alliance.

Gurgrond was a very sandy, desert-like planet. Unlike Earthling deserts, Gurgonion deserts never experienced any types of droughts. In fact, the ocean on Gurgrond flourished with pure, clear water. As such, the feast celebrating the alliance was to be held on the beach. Fellow allies of the Gurgonions were invited to attend the fiesta, so they could feast and enjoy the beautiful atmosphere Gurgrond provided. Among the guests was Earth's Dark Wizard himself. Aku.

Aku was never one for many alliances. He had a few that never ended well. The only non-toxic alliance he held was with a demon whose name would strike fear into even the hearts of the manliest men. His name was so unbearable to mention that everyone just referred to him as 'Him.' But Him wasn't at this feast, despite being invited. The Grim Reaper of Earth, who was also invited, failed to show up as well. But Lord Gurgagain, otherwise known as Gurga, leader of the Gurgonions, wasn't about to let some pesky Earth demons who failed to show ruin his celebration.

Aku went to sit at a large, round table set up on the largest Gurgonion beach. At a throne next to where Aku sat was Lord Gurga, his buggy, toad eyes scanning the event. Many diverse species laughed and ate, but there was no sight of a single Fusion. That would change in minutes, however, as a large, green ship-like plant would descend from the sky, landing on the beach. The Fusion Plant would peel open at the top revealing a mob of Fusion creatures and Lord Fuse himself. The Fusions would disperse among the guests as Lord Fuse stomped over to Lord Gurga, taking a seat next to him without a word.

Gurga couldn't help but stare at Fuse as he arrived. This was the first time of the species attending the celebration had seen Fuse in person. He almost looked like a tree, with hard, brown, bark-like skin making up the majority of his body. The bark would end at three points on his head, and blobs of Fusion Matter hung from the back of his head, supported by the bark. Fusion Matter made up the majority of Planet Fusion, and a vast majority of the Fusions were simply dead plants or natural rocks and such filled with sentient Fusion Matter. The stuff was like acid to an extent. Fuse's red, glaring eyes scanned the celebration, watching his minions leave trails of Fusion Matter behind them on the beach. Gurga would clap his webbed hands together, drawing attention.

"Ahem," the King of Gurgrond would mutter. "Hello, and again, welcome to the Planet Gurgrond. My kind is all very pleased that you all could attend this celebration we are holding." Gurga would gesture to Lord Fuse. "We are gathered here today to celebrate the unification in peace with Lord Fuse of Planet Fusion."

"It's a pleasure." Fuse would reply in a deep and dry, horse voice. Following his reply, the crowd would erupt into applause. Lord Fuse would simply nod at this response from the guests, while the other Fusions looked around in confusion. The concept of 'celebration' was new to them.

"As a result, us Gurgonions would like to give you a gift as token of our kindness." Lord Gurga smiled in joy. With another clap of his webbed hands, a flock of spherical robots would swarm the party, heading towards Gurga. Each robot had a round light on the front of them, each one acting as an eye, and each one showing off a different color. The levitating robots would all hover above Gurga, except for one with a blue light for an eye. That robot would float down, hovering above one of Gurga's webbed hands.

"A new line of artificial intelligence systems, Gurga?" Aku asked in response to the swarm. The Dark Wizard would reach for a random wine glass on the table and take a drink from it before making a disgusted face and placing the glass back on the table.

"Yes, indeed, Dark Wizard Aku." Gurga cheered. "I'd like to formally introduce to you all to the Intelligence Unit Edition Six line!" The crowd, minus the Fusions, would erupt into applause once again. "This unit, Intelligence Unit Version 3005 Edition Six, is the latest in the line. She's been created for intergalactic travels, only needing to come home for a good old charge. However, if she is turned off outside of the atmosphere, she must return to the atmosphere to turn on. But, this line of robots are fully sentient!"

"Oh...?" Aku squeaked, intrigued. Intelligence Unit V.3005 Edition Six would rotate above Gurga's hand.

"I wish to seek out the dark forces and join their hellish crusade." the Intelligence Unit would buzz in a high-pitched voice. Gurga and many of the party guests would laugh in response, while Fuse rose an eyebrow to the robot's words.

"She's a comedian too!" Gurga laughed. "Lord Fuse, we would like to gift to you several robots from this line. This is a kindness!" Several of the robots above Gurga floated down next to Fuse. The Fusion leader would nod.

"The Fusions thank you." Fuse replied in his low voice.

"Now, let's celebrate!" Gurga cried out, triggering another joyous eruption from the crowd. Fuse, however, held up a twig-like finger.

"Myself and my loyal citizens must return to home." he would said. "We apologize for our short-lived time here." Fuse would stand from his seat, the Intelligence Unit gifts floated around him. "We Fusions thank the Gurgonions again. We also thank everyone who showed up. We bid you a... pleasant goodbye."

"Leaving so soon...?" Aku would ask as Fuse began to stomp off. The traveling Fusions would trudge back to the plant ship, followed by the Intelligence Unit gifts. "Fuse, what are you planning?" Aku would ask. Fuse stopped in his tracks, turning to the Dark Wizard.

"We do not understand your question, Dark Wizard." Fuse growled. Aku stood from his seat.

"A lot of stories travel around the Underworld, Lord Fuse." Aku began, moving around the table to get closer to Fuse. "The Underworlds of the universe interact with each other a lot more than you think. It may just be an Earthling thing, but residents of my Underworld tend to stay away from the Fusion Underworld. Your kind is a lot more hostile than we're led to believe, no?"

"We do not understand." Fuse repeated. "We do not acknowledge an Underworld."

"I've been speaking with the Demonic Royal Family of the Earth's Underworld." Aku continued. "Us demons, we don't like hearing about universal control. The Fusion Underworld is terrifying, even to us demons."

"We have no jurisdiction over deceased Fusions." Lord Fuse replied. "We hope they achieve Nirvana."

"Fuse... Pal." Aku forced out. "I, personally, do not want any trouble with your kind. I respect your strong rule and the rage of your armies. However, other Earth Demons want to pick a bone with you. Your Underworld doesn't set a good example for your planet."

"We apologize." Fuse turned away from Aku, beginning to stomp away again. "We must be leaving."

"Aku, you know the dead are different from the living." Gurga piped in as Fuse stomped into his plant-like ship. "You can't judge those with a soul by those without a soul."

"I suppose so..." Aku sighed as he turned back to Gurga, Fuse's plant ship closing up behind him. The ship would shake a bit before lifting itself off the ground. The ship flew off into the sky, leaving the party behind.

"Calculating..." Intelligence Unit V.3005 Edition Six buzzed. "I sense a grave danger in the coming year."

"Haha!" Gurga cried out, cupping his hands around the robot. "What a joker! Let the celebration continue! We can party in Fuse's honor!" The crowd would go into another uproar, continuing the celebration. Gurga looked to Aku with a disappointed face.

"I'll be in touch with the Gurgonion Underworld." Aku said. "I want to be prepared."

"Noted." Gurga nodded in response. "Now, please, relax. This is a party!"

* * *

_25 May 2015_

Gurgrond had always been a beautiful planet. Of the three Harjemina planets, Gurgrond was an eye-catcher. Planet Fusion, on the other hand, tended to be a bit of an eyesore. The dull, mucky green sphere had no appealing qualities to it if one looked at it from space. The entire planet looked the same, unlike Gurgrond which had a luscious blue ocean to compliment the tan colored deserts. But, on one particular day, the skies weren't blue and beautiful. The oceans weren't calm and beautiful. The desert wasn't refreshing and booming. The skies were green, the oceans were rough, and the planet seemed to be deserted. This was no ordinary storm.

"We need to issue a severe weather warning and evacuate the planet." a Gurgonion adviser said to Lord Gurga, who watched the storms kick up over the ocean from his palace.

"Something foreign has entered the atmosphere." Gurga said softly. "There's no time to evacuate the planet. We haven't prepared for something like this."

"Shall we send Intelligence Units to protect the citizens?" the adviser asked. Gurga nodded in agreement.

"The sooner the better." the lord said.

Just then, Lord Gurga watched something fall from the sky. A streak of green light followed the object as it crashed down to the beach. A second similar object followed, and a third, and a fourth. Tons of these objects fell around them. As they landed, the green streak of light behind them would fade away, and the objects themselves would glow. They were identical to the ship Lord Fuse had used to travel to this planet a year ago during the celebration of peace. They didn't peel apart like the ship had done, but rather the pores on the things would grow before small green creatures popped out. Fusions.

"It can't be..." the adviser muttered before looking to see the mortified look on Gurga's face. They both watched on as the Fusion Spawns attacked the planet.

"We have to get out of here." Gurga muttered. "Send all Intelligence Units out. It's every Gurgonion for themselves now." The fat king stumbled a bit before running off to a dock of ships in his palace.

Gurga rushed to a ship, his adviser running behind him. The Fusion Spawns were running wild, with more of the spawners falling from the sky. One crashed through the walls of Gurga's home, making a hole for larger Fusion monsters to creep inside. As Gurga and his adviser reached a ship, three floating blobs of Fusion Matter zoomed through the mansion. The blobs had metal parts slapped to them, and glowing red circles on the fronts. They almost looked like Fusion versions of the Intelligence Units.

"Sir, look!" Gurga's adviser yelled before pointing out the hole created in the wall. Planet Fusion was fully visible in the sky, closing in on the planet.

"No time to waste!" Gurga cried as he began to shove his fat toad body into the cockpit of the ship he chose. However, the three Fusion Intelligence Units saw this, and hovered over to the ship. One gargled a message before another began to burn the ship with Fusion Matter. Gurga tried to pull himself out of the ship, but he had gotten his fat body stuck while trying to shove himself inside. The Fusion Matter rained down upon him, burning his skin and the metal of the ship. Gurga screamed and cried in agony as the third Fusion Intelligence Unit began to spray Fusion Matter onto the King of the Gurgonions. The first Fusion Intelligence Unit turned on the adviser, a Fusion claw shooting out and grabbing onto him before the Unit used a second claw to force his mouth open and make him swallow Fusion Matter to burn him from the inside.

As the Fusion versions of the Intelligence Units tortured and killed Lord Gurgagain and his loyal adviser, Planet Fusion rapidly tore into Gurgrond's atmosphere before smashing into the planet itself. The surface of Planet Fusion was gooey and acidic like Fusion Matter, and the moment the two planets collided, Gurgrond began to be sucked into Planet Fuse. It didn't take long. The Invasion of Gurgrond lasted for about an hour before all life on the planet had been destroyed. In addition, more than half of the planet was engulfed inside the Fusion Matter on the surface of Planet Fusion. Gurga and Gurgrond were the first victims. There were no survivors.

On the 25th of May in the year 2015, the Fusion Rise began.

**Notes for the Chapter:**

> This fanfic has been a work in progress for many years, and many new Cartoon Network shows have released since then. If FusionFall was still an active and alive game in 2018, there would be no doubt that the new shows would be represented in the game. As such, I've decided to try to include a majority of the CN Originals in this universe of FusionFall, including a few extra guests. Listed below are the shows represented, along with where their continuity stands in this universe.
> 
> Adventure Time with Finn and Jake - Completed, but characters have been adapted to fit in Townsville.  
Atomic Betty - Completed.  
Ben 10 - Completed as of Omniverse. Aliens new to the 2016 Reboot are considered canon.  
Camp Lazlo - Completed, but the last episode is not recognized.  
Chowder - Completed, but the last episode is not recognized.  
Clarence - Completed.  
Codename: Kids Next Door - Completed, but Operation I.N.T.E.R.V.I.E.W.S. is not recognized.  
Courage the Cowardly Dog - Completed.  
Cow and Chicken - Completed.  
Craig of the Creek - Post-Season 1.  
Dexter's Laboratory - Completed.  
Ed, Edd, n Eddy - Completed, but the Cul-de-Sac gang still picks on the Eds.  
Evil Con Carne - Completed.  
Foster's Home for Imaginary Friends - Completed.  
Generator Rex - Post-Season 2.  
Hi-Hi Puffy AmiYumi - Completed.  
I Am Weasel - Completed, but Weasel and Baboon are equals.  
Johnny Bravo - Completed.  
Johnny Test - Completed.  
Megas XLR - Completed.  
Mike, Lu, and Og - Completed.  
My Gym Partner's a Monkey - Completed.  
OK K.O.! Let's Be Heroes - Post-Season 2.  
Regular Show - Completed, but the finale movie is not recognized.  
Samurai Jack - Post-Season 4, but characters from Season 5 are recognized.  
Sheep in the Big City - Completed.  
Squirrel Boy - Completed.  
Steven Universe - Post Change Your Mind finale, but before Steven Universe The Movie.  
Sym-Bionic Titan - Completed.  
The Amazing World of Gumball - Post-Season 5.  
The Grim Adventures of Billy and Mandy - Completed.  
The Life and Times of Juniper Lee - Completed.  
The Marvelous Misadventures of Flapjack - Completed.  
The Moxy Show - Completed.  
The Powerpuff Girls - Completed as of Powerpuff Girls Rule!/Dance Pants'd. The 2016 Reboot is not recognized.  
The Secret Saturdays - Post-Season 1, but in their Ben 10 Omniverse appearance.  
Time Squad - Completed.  
TOONAMI - T.O.M. is in his 3.0 appearance, while SARA is in her v4 appearance.  
Uncle Grandpa - Completed.  
Villainous - Post-Season 1.  
We Bare Bears - Post-Season 3.  
Whatever Happened to... Robot Jones? - Completed.
> 
> If you have any other questions on continuity, please feel free to shoot me a PM and ask! I won't bite!
> 
> The Demon Royal Family belongs to Blueyedemoness on fanfiction.net.
> 
> Links to FusionFall Legacy and the FMHQ Roleplay can be found on my profile!


	2. War of the Worlds

**Notes for the Chapter:**

> I think four years later is an acceptable time for an update to this little thing. While here on AO3 these first chapters were uploaded together, it actually took four years between the first two chapters where I originally upload on FFN.
> 
> During the time it took me to get the motivation and courage to continue this story, FusionFall was rereleased by the fans as FusionFall Retro! Check it out today to get your FusionFall fix, and even meet the protagonist of this story in game!
> 
> Special thanks to my friend zerowing21 for beta reading this chapter for me.

_4 March 2044_

"Order!"

Mr. Kilroy Green was never the type to raise his voice. After teaching kindergartners for so many years, one learns to control and contain outbursts like this. He didn't want to scare the children, fearing his green skin and black horns did that job already. However, this wasn't a kindergarten classroom. This was the Underworld, and the outburst was targeted at the other demons sitting at the conference table with Kilroy. Seated at the opposite end of the table was a tall and slender creature whose smile could strike fear into the hearts of the bravest warriors. The demon lifts one of his arms, using his lobster claw to adjust the color on his deep red suit. He begins to snicker, eyes locking with Mr. Green.

"My, my," the entity's two-toned voice rang out. "I never knew little Kilroy was capable of such vigor."

"I'm not in the mood to play games today Him." Kilroy replied, adjusting his posture as he stares down the table.

Seated between Him and Kilroy were several other high-ranking demons in the Underworld. A skeleton draped in black moped next to Him, his skull moving to glare at both demons at the head of the table. The bag of bones released a noticeable yawn, triggering the small, yellow-horned and green-skinned demon next to him to grow a sour expression. This creature turned their head, rolling up the sleeves of their suit and resting their elbows on the table.

"What are we here to do then?" the suited demon remarked, looking to Kilroy.

"Well, Them, if we could all remain silent for just a minut-" Kilroy began to answer, only to be cut off by the skeleton.

"Just get on wit' it." he grumbles. A creature with a flaming blue head next to Them begins to chuckle, as well as a small elephant creature next to him. Kilroy's eyes narrow in on the blue-flamed demon.

"This meeting concerns your master Demongo." Mr. Green grunted.

"Ehrmp..." Demongo stuttered, his demeanor quickly shifting, "W-What do you desire to know of Demongo's Master?"

"As I'm sure you're quite familiar with," Kilroy begins, his gaze shifting to address all the beings in the room, "Our Underworld is quite fortunate enough to be the home-dwellings of the Dark Wizard. His unthinkable power is known across the universe, so it's usually not a huge issue if he's gone for a few days or-"

"Get to da' point!" the skeleton interrupted again.

"Aku is missing," Kilroy snapped back, "Is that quick enough for you Grim?" Demongo audibly gulps.

"Ahhhh!" Him clamped one of his claws, causing all heads to turn to him. "I was wondering when it would be brought up!"

"Aku's been missing for exactly 11 months." Kilroy released a soft sigh. "I understand he's not bound to this world by any means, but it is strange... Demons rarely jump ship to another Underworld. Further more, we would've heard about him visiting another by now if he did." His eyes find Demongo again. "Do you know of your master's affairs?"

"D-Demongo, uhrm, hasn't spoken to his Master in a very long time..." The blue-flamed demon began to sulk in his seat. "And even then, Master Aku wouldn't divulge all his secrets to Demongo."

"I just wonder why silly ol' Kilroy is so interested in the doings of the Dark Wizard, hmm?" Him sneered in reply, covering his chuckling mouth with his clawed hand.

"I..." Kilroy trailed off, looking to the eyes of each creature seated before him. "I had a feeling."

"A feeling?" Them, the suited demon exclaimed. "We were called here for a damn feeling!?"

"Yes!" the small, green elephant demon peeped.

"A feeling that the Underworld... Nay, the whole planet...!" Kilroy released a deep sigh loose as a new figure entered the room. "Something is coming to threaten us."

"By what exactly?" the new face asked as he leaned in the doorway. "Brother?"

"King Abyssal!" Both Demongo and Them scrambled to bow before the Demon King. The tall and slender demon stepped forward, coming to take a seat next to his sibling, Kilroy. Although related, Javerick Von Abyssal's hair didn't share the same green color as Kilroy's, and instead was an intense red color. His hair grows long to cover his back, and drape over the King's wings. His skin is a fair color, almost looking as a human Caucasian and his outfit was jet black with hints of red. A suit fit for a King.

"Javerick..." the king's brother muttered as he watches him take a seat. "I called this meeting to bring Aku's disappearance to light."

"This isn't news," Javerick scoffed, leaning back in his chair. "I asked what is supposedly threatening us."

A sigh escaped from Mr. Green's lips once again. "I- I'm not positive, brother, I ju-"

"Then we have nothing to worry about." The King shrugged as he cuts off his brother. "Imagine how crazed the masses would get if we always acted on feelings."

"If I may," The skeleton interjected, holding his bone of a finger up to draw attention.

"You may speak, Grim." Javerick nodded in the Reaper's direction.

"Mista' Green might be 'rite." Grim took hold of his Scythe, using it to summon a scroll on the table. A long scroll. The bottom of it fell, unraveling to reveal hundreds upon hundreds of names, each one a human living on Earth. "'Dis be da list of all deaths to happen in da next 24 'ours. Ain't never been a disasta' cruel enough to claim dis many names before."

A strange hush fell over the room as all the demon glanced at the elongated scroll, and then to the Grim Reaper. Even Him and King Javerick sat with bewildered expressions on their faces. As quickly as the group's eyes laid on the scroll, they moved to Kilroy, and in turn, the Demon King seated next to him.

"... Like I said," the green skinned man said after a few moments. "I had a feeling. Which is why I wanted to ask if anyone knew where Aku was at."

"Demongo." Javerick called out as his attention remains on the scroll. "You need to get a hold of Aku, ASAP." he demands.

"Yes." the elephant creature piped up once more, only to get the glares from the others in return.

"What are we supposed to do if something is actually happening...?" Them asked timidly.

"Without Aku," Kilroy sighed, "We're going to need a real hero."

* * *

_4 March 2044_

The city of Townsville! A bustling urban zone full of the modern age's most advanced technologies and the most interesting people on the planet. What's not to love? Mutant toddlers, imaginary friends, giant robots, child geniuses, EVOs, cryptids... Not to mention your occasional alien hero. Townsville really is the epicenter of all things wild and imaginative in the world. From the the beautiful bays of Orchid Bay in South Townsville, to the sleek skyscrapers condensed in the city's center, to the surrounding neighborhoods that branch into the jungle, there's a place and an interest for everyone here.

The most notable figures of Townsville were probably what made the city such a popular destination. Young Dexter McPherson created his own scientific business and laboratory in Tech Square when he was just 13. Just three years later, DexLabs proves to be quite the powerhouse. The genius even had two rival labs to compete with, Mandark Industries, run by McPherson's childhood frienemy Mandark, and Exervent, a mysterious and quiet lab to the north of Tech Square.

Townsville is also home to an array of superheroes who protect the land from alien threats, giant monsters, and super-intelligent monkeys. You probably wouldn't get too far into town without hearing mention of the famed Powerpuff Girls, Ben 10, or even the MEGAS robot! Living in a place that invites such hellish creatures would usually be a turn off, but nobody bats an eye thanks to the local heroes and even thanks to few forces under the radar, such as the Providence team in Townsville Park or this strange army of child soldiers fighting against adult tyranny.

Many people who decide to live in Townsville, whether it be for the heroes or for the city, typically settle down in one of the surrounding neighborhoods. Endsville sits right outside the thick of the city, and is reportedly home to many supernatural entities. A large nuclear power plant connects Endsville to the neighborhood of Porkbelly to the north. Elmore, or Habitat Homes as the local anthropomorphic animals call it, sits to the west of Endsville, with Pokey Oaks laying to the east past the cemetery. Pokey Oaks is home to the Powerpuff Girls and houses a treehouse base for the army of children. Peach Creek sits further east and splits off, leading to the junkyard and the small town of Bellwood to the south, while feeding into the forest on Wilson Way to the north.

The wilds of the forest are mostly unpopulated, but plenty still occupies the space. It holds two summer camps, Camp Kidney and Acorn Flats, as well as another treehouse base. Tons of kids flock to the wilds daily to hang around the creeks that run through the land, and some even set up cute little shops. Many mountains hide large canyons and ancient ruins and an active volcano sits in the north past a vast waterfall. The east of the wilds is home to the grand desert of Nowhere, with a population of only four. Within the desert lays the Area 51.1 wreckage, as well as the military base Los Soledad and the entrance to the Caponata Catacombs. A small island sits near the coast of Area 51.1, but not much is known of it.

From the sea at the north tip of the wilds, some say you can venture to a vast barren land to the northwest. Of course, the citizens of Townsville knew this so called Darklands couldn't actually exist. They already had enough crazy on their plate with Monster Island dooming the city from the south seas, not to mention the mysterious going-ons coming from the Beach City east of Bravo Beach. Those Darklands however, were very much real and hid a snapshot from time full of dinosaurs, volcanic plains, and even sharp abysses holding secrets lost to time.

Where else could humans, super-humans, aliens, EVOs, imaginary friends, robots, and demons all live together in harmony? Er... Almost harmony. Everything was about to change.

The air was soft and cold in the early morning, and Pokey Oaks was just awakening to start the day. The ever noticeable Utonium residence can be seen with lights illuminating two of the three round windows on the home. But our story begins next door, to the left at the Leeblossom household. Inside the small three bedroom home, an alarm begins to ring, the time reading 6:15 AM on a pink digital clock. A strange and gooey glob of webs shoots across the room, smacking the snooze button. This odd substance came from the alien limbs of the young girl laying in bed. She looked like any other 16-year-old girl her age, aside from the four large purple spiderlegs extending from her back.

The blonde sat up in her bed, having just taken a deep inhaling breath and releasing a mighty yawn, her arms and spiderlegs stretched out together in tandem. Throwing her blanket off of herself, the girl swung her legs around to scoot off her bed. Once on her feet, she wiggled out of her pale-pink pajamas and puts on her typical attire. White socks, but the kind that don't show over her red and white sneakers. Baby blue short-shorts, the length her mother definitely didn't approve of, but she bought them anyways. A long-sleeved, pastel pink shirt that hangs from her shoulders, supported by black straps. The back of the shirt had four holes poked in them, just big enough for the girl to shove her spider appendages through.

"Roxanne!" a woman's voice called from elsewhere in the house.

The girl's head whipped to the side, looking to her closed bedroom door. A scoff escaped the girl's lips as she turned back to her dresser and looks into her mirror. Her blonde hair was a mess from sleeping on it, but that was no issue. Using a comb and the sharp points of her spider-limbs, the girl began to brush out her locks, straightening them to fall to the middle of her back. Her hair wouldn't lay there for long as the tanned skin girl pulled her hair tight on her head, pulling the bundle of hair in her hands to the side. Once her ponytail is in place, two of the girl's four spiderlegs reached their points to her hands, and began to expel that sticky web substance. Pulling her hands away revealed the webs acting as a homemade hair-tie.

"Roxanne Jade!" the same voice called from outside the door, this time closer.

"Chill out, mom!" the girl shouted back as she stomped her foot on the carpet.

"Don't make me come in there, young lady!" her mother's voice rang from outside the door once more, followed by muffled grumbling.

"Stop calling me that old lady name!" the girl barked at her door, began to stomp over and pulling the door open. Her mother would be standing right outside, holding a basket of laundry under her arm as she fixed her long brunette hair with her free hand.

"I can call you the name I gave you, honey." the woman snickered lightly. "But now that you're up Roxie, you can stop wasting time." The woman winked at her daughter slyly before walking down the stairs.

"That's more like it!" the girl, Roxie, called out in triumph. How dare that middle-aged lady try to keep this girl down!

Roxanne Jade Leeblossom. Just like any other girl...

Roxie followed her completely human mother down the stairs, following her into the open kitchen and living room the house had. On the table already sat a full breakfast of eggs, toast, bacon, and hashbrowns set up. The girl took a seat in front of the food, stabbing a piece of toast with a spiderleg and shoveling it into her mouth. Her mother glances over, raising an eye at her daughter.

"Oh, I'm sure your father's side of the family would just adore the fact that you use those things like that..." the woman sighed, though her tone showed clear amusement. Roxie's eyes focused in on her her mother and she quickly chewed and swallowed.

"Ya' really think all those alien apes haven't done the same thing?" Roxie sneered, immediately going back to shoveling the food with her alien limbs.

"You better wash your hands when you're done, Roxanne."

"It's Roxie!" the girl blurted out with a jaw full of half-chewed food.

"Oi, I gave you both of the names." the woman laughed as she took a seat at the table. "Don't make me call your brother over to call you Spider-Man."

"AtleastSpiderMandoesn'tsoundsoboring." Roxie grumbled before going back to her breakfast. The two sat in silence for awhile before her mother, Diana, speaks up.

"You have that big geometry test today, right?"

Roxie only nodded her head in response.

"You're prepared for it, aren't you, Roxs?"

"Uhm..." Roxie used one of her spiderlegs to scratch the back of her head. "Well, I studied with my friends last night, you know."

"I was a teenage girl once too, Roxie." Diana said with a smirk. "Granted, I wasn't a human-alien hybrid-"

"Human-Arachnichimp hybrid sounds better, mom." Roxie remarked, cutting her off. "Human-Spidermonkey hybrid even sounds better, since everyone knows it from that Ben 10 kid's watch."

"Oh, I'm sorry, Roxie," her mother reached across the table. "You know I didn't mean to offend."

"Yeah, yeah, I know, mom. Don't sweat it." Roxie shrugged it off, finishing her food before speaking again. "If dad was alive, he'd probably want us both to say Arachnichimp though."

The pair shared a laugh as they think of what it would be like. Roxie never met her father, but from what she's heard, he was very proud of his alien origins. Their laugh is cut short when a knock rattles the front door. Diana gets up from her seat, patting Roxie on the shoulder as she passes. The young blonde turned to the seat next to her, which Roxie's neon pink backpack sat on. She rummaged around inside for a moment before grabbing a stick of gum from the bottom, then zipped the bag shut. Diana opened the front door to reveal young Blossom Utonium, outfitted in her typical pink Powerpuff garbs and holding a pink book-bag of her own. The young woman waved as the door swings open.

"Good morning, Miss Leeblossom!" Blossom greeted with a warm smile. Diana gave the girl a smile of her own.

"Oh, good morning, Blossom." Diana answered as she stepped to the side. "Please come in dear."

"It's alright!" Roxie called as she walked up to the door, her backpack hanging on her back between the spiderlegs. "I'm good to go."

"Good morning, Roxie." Blossom said upon seeing her neighbor. Roxie turned to give her mom a hug and kiss on the cheek before stepping outside.

"I'll see you later, mom!"

"Good luck on your test today, sweetheart." Diana said as Roxie and Blossom begin to walk away. "Have a good day at school, girls! I love you, Roxie!"

"Love you too, mom!" Roxie replied after rolling her eyes, giving her mother one last wave before they reached the sidewalk.

Pokey Oaks High was only a couple blocks away from where Roxie lived, so she walked to school every morning with her neighbors. Waiting for them outside the Utonium house stood a young boy the same age as Blossom and Roxie. His messy, fuchsia hair laid over his eyes, causing him to shake the hair out of the way to see his friends coming. Holden Wren was orphaned when he was young, but was fortunate enough to find Professor Utonium, who had been fostering him for a few years now. Holden walked up to join the pair of girls as they approached and they continued onto school.

"Hiya, Holden." Roxie greeted the boy as they join, grabbing his hand and squeezed it before letting go.

"Good morning, Roxie." he replied quietly, but his smile shows his joy in seeing her. After a pause, Roxie glanced around, then glances behind her.

"So, uhm..." Roxie stopped dead in her tracks, causing Blossom and Holden to stop as well. "Is Bubbles sick today or something?" she asked the two, referring to Blossom's blue, bubbly sister. Both Holden and Blossom stood silently for a moment.

"Ro-Roxie..." Blossom chirped up. "Today has been exactly a year since-" The Puff cut herself off, turning away from her friend and wiped at her eyes.

"A year since...?" Roxie muttered to herself before realizing what Blossom meant. "Oh... Oh! Oh my god, Blossom, I'm sorry..."

Of course, the mysterious event that occurred a year ago is when the Powerpuff Girls shrunk from a trio, to a duo. During another one of the evil Mojo Jojo's schemes to defeat the Powerpuff Girls, the supervillain knocked the third Powerpuff, Buttercup, into the ocean. It was the last time she was ever seen. If she died that day, her body was never found. And if she survived, well, she hasn't come back to Townsville yet. Even though Bubbles may be taking a personal day because of this, Buttercup's disappearance hasn't affected anyone like it's affected Professor Utonium. In fact, Roxie couldn't even recall the last time she's seen him in the past year.

"You don't have to apologize." Blossom waved her hand. "It's just a part of life we have to get used to... I'd stay home if we didn't have that math test today."

"I'd bet Buttercup would stay home too," Roxie said with a grin, dreading inside that she was saying the wrong thing. "For a different reason, of course. She wouldn't want to take this test either." Blossom blinked at the hybrid girl before cracking a smile, and eventually snickering. Holden would join in the giggle.

"I'm sure you're right, Roxie." Blossom laughed. "Even if I'd get mad at her for skipping, I wish I had the opportunity to still..."

Another hush fell over the trio as they crossed the street. A hovercar would float by leisurely, fellow students inside on the way to school. More students walking came into view as Roxie and her friends reached the school grounds, which were buzzing with junior high and high school students unloading from buses and cars or arriving at the school. Several students stopped to talk with their friends, while others rushed inside. A normal school day. However, something didnt sit right with Roxie this day. Blossom and Holden went on ahead, leaving Roxie as she wondered, thinking of what could possibly be out of wack.

"... It's probably just that test..."

* * *

Unlike the other teenagers his age, Dexter didn't have to attend school. In fact, the boy graduated high school when he was just ten years old. Instead, Dexter had a business to uphold! According to DexLabs' slogan, it's always a fine day for science, and today was no different. Dexter was overseeing revisions for the Downtown Slider System, an organization called the Kids Next Door helped build when Computress, Dexter's busty android assistance, entered his lab.

"Mr. Dexter." Computress buzzed as she floated over to the large computer Dexter sat in front of. "I have today's report if you'd like to hear it."

"Go on." Dexter said, waving his hand at the android without taking his eyes from the screen. Computress' eyes glowed with small screens of their own.

"The Mayor is interested in extending the Slider System from Marquee Row down through Orchid Bay and ending in Beach City." Computress began, trailing down a list of technological tasks Dexter should do today. "... The Test sisters have sent over the data samples you asked for. Also, your mother is calling line two again."

"Of course she is..." the genius grumbles to himself. The corner of Dexter's screen opened a small box with a camera icon ringing on it. The name Nigel Uno pasted under the icon. The ginger stared at it for a moment, eventually pressing his sensor over the icon and opening a video feed of a very young kid, at most 10 years old who was standing with his arms crossed. This child was completely bald, and covered his scowl with black sunglasses.

"Dexter." the boy said firmly.

"Nigel." Dexter replied in the same tone.

"Ahem..." The video showed the boy's brow furrow.

"... Numbuh One."

"Better." the kid nodded. "You must know this matter not only concerns the Kids Next Door and Townsville, but potentially the world."

"I'm sure." Dexter's eyes immediately rolled at Numbuh One's words. "Get on with it."

"Sector V and all other Kids Next Door treehouses on the planet have lost contact with the Moonbase, our base of operations. I'm forwarding you the last transmission we received before we lost their signal."

"Downloading..." Computress buzzed. Dexter sat up a bit in his seat.

"DexLabs isn't here to provide charity work to your organization of rebels, Nigel." Dexter grunted to the screen. Computress made a dinging sound, beginning to play the downloaded transmission.

"This is the Kids Next Door Soopreme Leader and this is a red alert. I repeat, this is a red alert. The Moonbase is lost. There's too many of them. How did we miss a whole planet...?" The voice of the girl who was speaking is suddenly cut off by another girl's raspy voice in the background.

"Rachel! They're coming!" The second voice cried. Shuffling is heard before the clip cuts to static.

"Transmission complete." Computress buzzed. Dexter simply stared at his android deep in thought. He wasn't a fan of dealing with Nigel Uno, the leader of Sector V under the operative name Numbuh One, but he knew the Soopreme Leader of the Kids Next Door, Rachel T. McKenzie, better known as Numbuh 362, quite well. He even preferred to talk to her when matters dealt with her organization.

"And have you or your Sector heard from Miss McKenzie since this transmission?" Dexter asked, turning back to the screen.

"Unfortunately, no." Numbuh One sighed. "You know I wouldn't be calling you of all people if I didn't think I needed to."

"... I suppose I do..." Dexter leaned back, moving his gloved hand to adjust his thick-rimmed glasses. "Computress, activate the atmospheric scanners."

"Right away, Dexter." the blue robot smiled as she floated off to a nearby computer terminal.

"Kids Next Door Operative across the globe are already prepared for battle." Numbuh One said with a nod. "I felt it was only safe to assume if something got to the Moonbase, it'd come to Earth next."

"With the amount of off-world travel the Plumbers do, the citizens probably wouldn't bat an eye at irregularities in the sky..." Dexter mumbled to himself, glancing to a second screen to his right. The scan he called for appears on the monitor, revealing nothing close by. "... Nigel, my scanners aren't telling m-"

"The scan is not complete yet, Dexter." Computress chortled from her terminal. The scan updated once more, showing a circle where the Moon is, followed by a much larger life mass behind it.

"Mother of...!" Dexter exclaimed at the sight.

"What is it?" Numbuh One asked the genius. His brows raised as Computress sends the scan to Sector V. "What... Is THAT?"

* * *

Pokey Oaks High housed a large and wide array of students. Why, all the human, and human-looking kids went to Pokey Oaks schools! Except for that Adam Lyon kid, of course, whom got sent off to Charles Darwin because Lyon is his last name. Due to the large number of students, Pokey Oaks held three separate lunch periods. Roxie got stuck in the final lunch period, getting the last pick of all the food the nice lunch ladies made. However, the grub didn't concern Roxie, as her best friends all shared the same lunch.

"Girls!" Roxie cried as she approaches her lunch table. Already seated were six girls, the self-proclaimed popular girls of the school. Sarah was the oldest, a junior who was a member of the cheerleaders. Stacy, an airhead with rich parents. Thanks to her, all dumb blonde jokes avoided Roxie and get directed to her. Arabella was the youngest and newest member of the friend group. A new freshman this year. Tiffany and Delilah were juniors as well and twins! They're the captains of the Pokey Oaks Dance Team and gave Roxie the best makeup tips, even if their skin was darker than hers. Matilda was the quietest of the group, and probably the most surprising member. She was not as preppy and popular as the other girls, nor as intimidating as Roxie thanks to her alien limbs, but had always been friends with the girls.

"Hey, Roxs!" several of the girls called out as their friend took a seat.

"O-M-G, Roxie, girl, have you taken the geometry test yet?" Stacy asked, twirling her blonde hair in her fingers.

"Not yet, sis." Roxie shrugged while she unscrewed the top of her water bottle. "Next period."

"Oh, girl, I was not prepared!" Stacy pouted. "I definitely failed, but that's ok! I have in F in that class anyways."

"I'm not prepared either..." Roxie slumped over, sucking from the tip of the water bottle as she rested her shoulders on the table. "My mom thinks we were studying last night."

"Oh, you didn't tell your mom about the cheesy movie and cute boy we texted all night?" Arabella snickered. "Big surprise."

"You talked to boys last night without us?" Delilah scoffed.

"Was it Roxie's hot brother, Jasper?" Tiffany snickered, making a face to Roxie. Roxie stuck her tongue out at her friend before looking away.

"Guys, come on..." she sighed. "Let me complain about my grades in peace."

"Maybe you'll get lucky and not have to take the test." Matilda shrugged, offering a warm smile to her friend. Roxie laughed, but shared the smile as she wrapped her arm, and two spiderlegs, around her friend.

"I wish my luck was that good." Roxie and her friends giggled all at once, almost not noticing the sound of the Powerpuff Hotline in the cafeteria. Blossom, who shared the same lunch period, glanced at her cellphone turned hotline. Within the blink of an eye, the Powerpuff shot out of the cafeteria, then the school, only leaving a pink streak of light in her wake. The "Seven Wonders" friend group all blinked as they look to the commotion.

"Who wants to bet it's another giant Blowfish downtown?" Tiffany asked the girls, waving a five taro-bill in the air.

"Oh, my money's on that Mojo monkey again." Arabella added her own bet, placing a few taro-bills in the middle of the table.

"Puh-lease." Roxie waved her hands and spiderlegs around. "She obviously just went to open the Mayor's pickle jar."

"I change my mind, put my taros on that!" Arabella cried out before releasing a giant chuckle.

Just as suddenly as Blossom left, the bell that ended the lunch period rang and echoed through the halls. Roxie paused at the sound, realizing this meant her test was soon. She sayid goodbye to her friends, aside from Matilda, who shared the same class as Roxie. The girls walked through the halls, chatting quietly about the subjects they should've studied for. As they neared the stairs, Roxie stopped in her tracks.

"'Tilda..." the hybrid pouted, clutching her geometry textbook to her chest. "I don't think I can do it. I know I'm gonna fail, and I already have a D in this class... My mom is going to kill me..."

"You can't beat yourself up like this, Roxie." Matilda walked over to wrap her arm around her friend. "If it makes you feel any better, my girlfriend took the test first hour, and she said it was easy."

"It doesn't." Roxie hunched forward, dropping her head. "Your girlfriend is, like, a genius. DexLabs level smarts!"

"She has a B- in geometry, Roxie..." Matilda replies quietly, but smirked as she lets a small giggle loose. "At least we'll fail together, right?" Roxie turned and trapped Matilda in a hug.

"This really is true friendship, isn't it?" she dramatically cried as she burrowed her head next to her friend's. "Our lives are so har-"

Roxie's words were not that important once the entire Pokey Oaks building began to vibrate, a fierce tremor shook the ground below them. The girls stayed together in their hug as the tremor raged, knocking billboards and student artwork from the walls of the hallways. The storm calmed, but for just a brief moment. In fact, this was the last moment Roxie could remember, as the second tremor was paired with something large and gooey crashing into the school from above, crumbling it...

.

..

...

...

Everything hurt. It was almost as if she couldn't feel her body, but felt every little disturbance to grace her skin.

She was... deaf? No... She could hear something. Just ringing. A sharp ringing. Roxie couldn't hear anything clearly.

White. Everything was white. The girl frantically blinked her eyes as her vision returned to her, along with her hearing.

She wasn't sure how long she was unconscious, or what just happened to her, but the school she once stood in was gone... At least, in pieces. All around Roxie laid the crumbled remains of Pokey Oaks High School under a sickly green sky. The junior high on the same grounds still stood, but was blemished with a large, green spore-like orb pulsating atop the building. Sick green goop oozes down the sides of the building, seeping into the rubble Roxie lays in.

The girl didnt say anything. Could she even say anything? The shock of this sight, not the mention the trauma, completely froze her up. It would take just one abnormal sound to cause Roxie to move. A sinister roar rings from Roxie's left, causing her head to shot to that side. In the rubble stood a tall, slender green figure who almost appeared to be melting. It swiveled around, roaring again and triggered Roxie to finally move her body. She sat up, immediately feeling the pain of part of the school's ceiling pinning her leg down.

"Sh- Shit!" she cursed, grasping her leg and bite her lip as to not to attract the gooey creature. However, the horror below her causes Roxie to release a loud shrill of a scream. Pinned under both the ceiling tile and Roxie, laid the lifeless body of Matilda, who's head was hanging strangely due to her broken neck. The manic scream drew the green creature's complete attention. It looked to Roxie, and the two set of eyes met and they simply stared for a moment. The monster took a step back, looking to the green sky and unleashed another threatening howl.

It stepped forward and began to charge at a helpless Roxie. The girl screamed again, cowering with her arms above her head, and her spiderlegs pointed at the creature. Her instincts kicked in, having all four of the pointed spiderlegs shot her webs at the creature. Two of the webs rockeedt right through the goo, but the latter two give Roxie a lucky break, and attached the creature to rubble it stood on. She stayed cowering for a while longer, slowly realizing her safety and lowering her arms to see the monster jumping and clawing in her direction. Roxie blinked, glancing at her special limbs and blinking again as her sights settled back on the monster.

"W.. What happened to us...?" she muttered under her breath, shaking as her arms wrapped around her torso. Looking around, this situation was even more horrid than she imagined. More of those green creatures lurked all around, in different shapes and sizes. They were pouring out of the green spore atop the junior high. Bodies littered the rubble of the high school, with blood and the green ooze coating the scene. Screams were heard all around. Pillars of smoke billowed into the west sky, and directly above Roxie in the sky sat the amalgamation of planets entrapped in a ball of the ooze covering the scene.

Before she can even process it all, another scream was heard. No, a scream is too generous to describe this. This was a battle cry, followed by the uproarious replies of the army behind it.

"KIDS NEXT DOOR!" the voice of Numbuh One cried out into the air. "BATTLESTATIONS!"

At the sound of the cry, Roxie witnessed an army of literal children march onto the scene, shooting their advanced homemade weapons at the globs of monsters. Several of the kids branched off to other areas, while the others begin to look for the survivors. All of them wore blue or green armor with the letters K.N.D. hastily panted on them in white. Two members noticed Roxie almost immediately, shooting the green creature she webbed down as they approached. The creature cried in agony as it's shot, then quite literally melted into the same green ooze all around.

"Don't worry, ma'am!" one of the kids grinned at Roxie. "K.N.D.'s here to help, are you alright?"

"Uhrm... My- My leg is stuck-" Roxie pointed to her leg as she looked around again. "What is going on?" The second operative began to shove the ceiling title off Roxie's leg.

"Your safety is the most important right now, ma'am." the kid replied. "But the short story is, we're in the thick of an alien invasion. We gotta get you out of here." The other child managed to free Roxie's leg, which is revealed to have a gash cut into it once freed.

"Oof..." Roxie grunted at the sight of her bloodied ankle. Both kids reach a hand out, helping her to her feet.

"Can you stand, miss? Can you walk?" the second child asked the girl. Roxie gave a small nod.

"Barely... I'll manage." She didn't say much else, staring down at her lost friend. Both of the communicators strapped to the kid's waist begin to buzz.

"Find survivors and send them to the nearest safehouses first." a voice issued from the mock walkie-talkies. "All operative retreat from Porkbelly, I repeat, all operative retreat from Porkbelly. It's too dangerous. Help us secure the rest of the Suburbs while we have the chance."

"We need to get you up north to Sector V, miss." one of the kids nodded to Roxie, offering their hand out again.

"... M- My mom!" Roxie gasped. She turns around towards the direction of her home, beginning to limp off.

"W- Wait, ma'am!" the K.N.D. operative shouted. "Not that way!"

As if on cue, the rev of a engine roared and a sleek sports car rolled up to the rubble. Roxie stopped, grabbing her thigh and wincing at the pain from her ankle. She knew exactly who's car this is, but didn't recognize the two metal sheets pasted on the front of the car, both creating a point when they touch. The driver's window lowers, a hand holding a gun being revealed. The gun shots, sniping a nearby green glob in the head. The hand lowered, revealing the face of Roxie's older brother, Jasper Leeblossom.

"I'll take her from 'ere, operatives." he grunted to the pair of kids, who quickly clam up at the sight of the adult. "She's my baby sister."

"The nearest safehouse is the treehouse in Sector V..." One kid called out before running off to aide elsewhere, the other following. Sighing, Roxie limped to the car, scrambling to get into the backseat. Once inside, Jasper sped off, using the metal sheets on the front of his car to mow through any globs of living ooze in the streets. He brushed his hand through his short brown hair, looking to his sister in the rear-view mirror.

"Hell yeah, Spider-Man." he chuckled as he drives past the ooze. "I knew even invading aliens couldn't keep my sister down."

"... Jasper!" Roxie shouted, beginning to sob in the backseat. "What is happening!?" she quite literally screamed as she clutched onto her leg. Her spiderlegs spit out webs from their tips, wrapping around her ankle as a makeshift bandage. "M- Mom! We can't leave Mo-"

"She's ok, Roxs." Jasper sighed. "Chill the hell out for a second..."

"Matilda is dead!" The girl sucked up the snot running from her nose as she cried. Ugly-crying, to be specific. "She was just freakin' laying UNDER me! DEAD!"

"Roxie..." Her brother shifted in his seat, glancing at her again in the rear-view. "... I'm glad it wasn't you, but I'm sorry."

"...Wh- Whe- Whe-" Roxie paused to wipe her tears with her dirty sleeves. "Where's mom?"

"She's good, Roxs, she's at Foster's." Jasper cracked a small smile. "She's with Frankie. Frankie Foster. Her grandma's foster home is one of the designated safehouses."

"That girl you're dating...? What about those kids?"

"I guess Townsville is the breeding ground for secret organizations." Jasper reached over to turn the nobs for the radio, slowing increasing the volume. "News has talked about that army of kids and some secret military organizations who'd surfaced in the past couple of hours... We've been invaded by aliens before, hell, my sister is part alien, but we've never had an attack like this." The radio buzzed with minor reports of Townsville fighting back against the aliens.

"... So where are we going...?"

"To mom." The man raised his brow as he glanced to the rear-view once more. "I'd drive you around to see the aliens attacking things if you weren't bleeding in my backseat." Roxie stuck her tongue out at her brother.

"I could have died at freakin' school today and you want to complain about blood on your damn seat?" Roxie barked.

"Bite your tongue, Spider-Man." Jasper laughed, bringing the car to a stop. "We're here."

* * *

Madame Foster's orphanage for imaginary friends on Wilson Way, appropriately named Foster's Home for Imaginary Friends, was filled with local families seeking refugees as alien invaders occupy their backyards. Not to mention the copious amount of imaginary friends who already live here day after day, doing their best to keep everyone happy. Roxie sat in the foyer, cuddling up with her mother as a ginger-ponytailed woman fixed up her ankle with real bandages. Jasper sat to their side, intensely watching a small television plugged in nearby. Every few minutes, the screen would buzz with updates on the status of Townsville, and the creatures walking the planet.

"There we are," the ginger woman smiled, patting Roxie's ankle carefully. "This should help that heal better than those webs."

"Thank you, Frankie." Roxie smiled softly. "Can't even tell I was hurt."

"That's what I like to hear." Frankie replied with a grin. Jasper waved his hand at Frankie, beckoning her over to him.

"Babe, the news is back on." he said to her as she sat next to him, allowing him to place his arm around her. Roxie and Diana move their attention to the screen as well.

"Downtown Townsville is still in a state of emergency for the time being." The news anchor began to speak. "We can report that the space women from Beach City in south Townsville have been pushing the invaders back, as well as the, urhm, Kids Next Door. These Kids who apparently live next door have been providing aide all across the city, actually, with the military and the Plumbers doing their part as well. Unfortunately, we can officially report Porkbelly was destroyed. It seems the worst of the initial invasion hit there, at least what we know of. There are no word on survivors."

"NO!" a boy with a head of fiery hair cried nearby, being consoled by his dog and two red-haired girls.

"We also, unfortunately, report both Pokey Oaks and Charles Darwin schools have been destroyed. Again, we still have no confirmation on the number of causalities. We know that it will be a busy night for the Grim Reaper."

"Ain't this something..." Roxie sighed. Her mother squeezes her as she held her. "There are days when demons want to destroy the city, and I don't think anything of it because the Powerpuff Girls always take care of it... Aliens invaded the planet several times growing up, but the Plumbers always wrapped that up with no issue... What are these things...?"

"I'm calling them Fizzles." Diana said to her daughter. "Since they look scary, but just kind of fizzle out when those kids attack them."

"That's lame, mom..." Roxie forced a fake smirk, wanting to lighten this mood. "These things aren't something to nickname silly things..."

"FRAAAANNNNNNKIE!" a whiny groan echoed through the foyer, a small blue cylinder sulking down the stairs and up to the ginger haired girl. She rolls her eyes before the friend even reached her.

"What is it, Bloo?"

"Why can't we go outsiiiiiiide? I'm so bored in here!" the blue mass sobbed, swinging his head around lazily. "I wanna fight the aliens! Plus, Mac was at school when the things dropped from the sky, so he's probably out there kicking butt WITHOUT ME!"

"Mac is fine, Bloo." Frankie assureds him, standing from her seat to move and pat the imaginary friend on the head. "He called about a half hour ago. He's with his mom and brother at a different safehouse. We just have to wait for an updates in here." Bloo crossed his tiny blue arms and huffed swiveling around and sulking away from the woman.

"FFFFFFFiiiiiiinnnnnnnnnneeeeeeee-uuh!"

"Who would want to go outside right now...?" Roxie mumbled to herself, flashing back to the scene of her destroyed school.

"Uhh, your brother?" Jasper snickered, looking over to his little sister. "I was out there for a minute before I found you, Roxs, running those green bastards over like it was my day job." Roxie pouted, clutching onto her mother with both arms and all spiderlegs.

"I'd feel better if you had pointy limbs with projectiles like I do, bro." Roxie said, twitching one of her alien limbs.

"Not all of us have alien dads." he snickered, shooting a silly look to his mother.

"I'd know both of your fathers would be out there helping in anyway they could." Diana sighed, glancing to the high ceilings of the foyer.

"Who knows, maybe since you're part alien you can reason with those things out there." Jasper shrugged, turning back to the television.

"As if..." the blonde scoffed. "Like I'm anything like those murderers outside..."

Diana squeezed Roxie in their cuddle once more as the news anchor reappeared on the screen. He patted some notes together before looking towards the camera.

"I've been informed that a live update from the Mayor and Dex-"

The anchor is cut off with static, the screen on the television flipping to show Dexter McPherson standing tall next to the short and stout Mayor of Townsville. Both stood at a podium, with a tall, ginger-fro'd woman standing to the Mayor's side. However, she was so tall that her face was out of the frame. Dexter fixed his glasses before leaning forward, tapping on the microphone.

"Uh, good evening, citizens of Townsville." he began. "This is head of DexLabs Incorporated, Dexter McPherson. I'd like to provide a more substantial update on the situation at hand..."

"Everyone, listen!" Frankie called out to the people occupying the foyer. They all fell silent, directing their eyes and ears to the screen.

"Early this morning, I received a report from the Kids Next Door, a team of children working to better the lives of those their age." Dexter sighed. "These children have a base on our Earth's very moon... The report I received informed me that all K.N.D. Sectors on Earth lost contact with their Moonbase at once. Upon looking into this, I discovered the sinister bundle of planets you see in the sky. And despite the best efforts of our planet's heroes and military, we were unable to stop these creatures from reaching our land... Ahem!"

"Now, say, uh, Dexter?" the Mayor interjected, raising his finger to the boy. "Now what does this mean for Townsville?"

"While our forces have been able to hold off what we can, Townsville, and the surrounding areas, are officially considered warzones... I beg families and residents not to panic, we plan to get you back into your homes as soon as possible, but we're gonna need help."

Roxie perked up at the genius' words.

"It may come as quite of a shock to have children soldiers fight alien invaders. The Kids Next Door want to ensure your safety, just as our military or the Plumbers might. We've also welcomed the help of Providence Labs to aide us. But if we're going to turn the tide in this fight anytime soon, we need more numbers. The heroes of Earth are calling for the aide of any willing participate, ages 10 and up to enlist in this war effort. Mister Mayor...?"

"Oh yes!" the Mayor waved at the camera before he leaned towards his mic. "Thanks to the Plumbers, Townsville is happy to announce the Academy will be opening its doors immediately to train our citizens to fight against the pickled-monsters! It's not too far, up north in mountains. It's 100% voluntary, but those of youse citizens with the, uhhh, superpowers might wanna think twice!"

Roxie blinked at the announcement. Her eyes slide to her side, seeing her mother's horrified expression.

"Trying to get more children to fight against these things..." Diana sighed.

"Thank you, Mayor." Dexter's voice buzzed through the television speakers. "I'm sure with who we have in our town, some of you might brush this off, but I urge you to consider this... DexLabs will be partnering with the Kids Next Door and Mandark Industries during this time to supply any weapons and armor we can to this cause. We've handled worse than this, I'm sure of it. We urge everyone to stay in their safehouses for the night, and hopefully get perimeters set up to get you and your families home in the morning. Again, we beg for help in this trying time that's fallen on us... The time is now. The hero is you."

The screen went dark, then jumped back to life with static before the previous news anchor returned to the screen. He began to give more minor updates, and the crowd around the television begins to disperse. Roxie wiggled a bit, triggering Diana to loosen her grip around her. The girl sat up straight, stretching her arms and spiderlegs as she yawned. Jasper turned to look up at her from the floor he sat on.

"How about that, huh?" Jasper smirked. Roxie stareed blankly ahead for several moments before shaking her head and looking to her brother.

"I have to go the bathroom." she said, springing to her feet and limping off without another word.

The small bathroom was just out of the way from the crowds of people, making it quiet enough for what Roxie needed. She shuffled inside, locking the door behind her and pressing her back against the door. Slowly, she slided down, eventually sitting on the floor and clutching her stomach. Her own heavy breaths are all she heard. One tear. Two tears. She burrowed her head between her arms and folded legs as she began to sob, just soft enough so anyone passing by wouldn't hear her. She still wasn't even entirely sure what's been happening the past few hours... And on top of all of that, she just can't stop thinking about that geometry test.

"Maybe you'll get lucky and not have to take the test." Matilda's words echoed through her mind.

Some luck. Missing a test to wake up literally on top of your lifeless friend. What happened to the other girls...? Are they alright? Why wasn't it Roxie instead of Matilda...?

Roxie's stomach twisted, pausing the girl's sobs and making her scramble to hang her head over the toilet bowl. Her lunch rocketed up her throat, puking into the bowl with a hearty gag. Anyone passing by the bathroom would hear this. She hung with her ponytail hanging down, touching the bowl. She stared at her own puke, grabbing her hair and pulling it back as she vomited a second time. Breakfast. She pulled her head away, wiping her mouth with a bundle of toilet paper and flushing it away with her vomit. She sighed, sulking down to lay flat on the floor.

"I never took my test..." she muttered, blinking at the dim light illuminating the tiny room. "My school is gone. ... My friends are dead."

Closing her eyes, she lay there silently, her mind drawing a blank. Only one phrase repeated itself to her now.

"The time is now. The hero is you." Roxie mumbled. Her eyes opened, and she glanced around. Sitting up, she used her spiderlegs to pull herself up to her feet and turned to look into the mirror above the sink. Roxie spun the faucet, splashing her face with the water that pours from it, then looked back to herself in the mirror. "I get it...!" she said to herself.

"The time is now, the hero is... Me!"

**Notes for the Chapter:**

> Reviews are appreciated, whether positive or negative.
> 
> Feel free to message me here, or on Discord, with any questions about this story. As always, the footnotes of the first chapter hold the shows being used in this canon.
> 
> Them the Demon, Roxie Leeblossom, Diana Leeblossom, "Seven Wonders" Girls, and Jasper Leeblossom (c) Buttercrush
> 
> Javerick Von Abyssal (c) Blueyedemoness on FFN.
> 
> Holden Wren (c) zerowing21 on FFN.


	3. Fueled by Vengeance

**Notes for the Chapter:**

> I had a lot of time on my hands while grinding for the new Ultra Rare Solomon Hat in Retro, so I finished out a chapter I've been working on for awhile. I've got some motivation so maybe another one will come soon. Maybe.
> 
> Thanks to zerowing21 for beta reading this chapter for me!

_5 March 2044_

The city of Townsville! ... had seen better days. The typically blue skies hung over the town as an eerie green. Just twenty-four hours after a surprise alien invasion, Townsville remained a warzone, and the new breeding ground for the slimy green fellows whom fell from the sky. Of course, these invaders would be met by the fiercest protectors the world had ever seen! In fact, two particular streaks of light in the sky brought hope to many. The superpowered crime fighting duo, the Powerpuff Girls!

Blossom and Bubbles dashed across the sky, swirling above the Townsville Aquarium south of the Sunken Mall. A giant green pod sat in the center of the exhibits, continuously spawning more of the nasty invaders, some even coming in the form of the fish around them. The pink Puff pressed a finger to her ear as she glided, activating a communicator placed inside.

"Professor!" she cried out. "Bubbles and I are in position. That giant egg is still making more of the monsters!"

"Be careful, girls!" The voice of Professor Utonium, creator of the Powerpuff Girls, rang into the ears of both Blossom and Bubbles. "You can still save most of the aquatic life if you're careful!"

"And when you're done," Dexter's voice buzzed through the com after the Professor. "The Saturday's could use some help up north by the Hani-Babi Temple."

"Roger that, Dex." Blossom replied, glancing to her sister in the air.

"A-And don't forget the neighborhood clean-up!" the Professor stuttered through the com. "Not everyone is back in their homes yet."

"It's on the list, Professor." Blossom sighed. "We've got some fish to save, though."

"A bunch of the goops are near the giant egg!" Bubbles cried out.

"Is giant egg really the term we're going with...?" the Professor muttered.

"If we take them from opposite sides, we should be able to knock down most of them long enough to grab a few tanks."

"No time to waste!" Bubbles cried, rocketing downwards.

Blossom smirked, shooting down and circling to attack the monsters from the opposite side of Bubbles. The pink Powerpuff breathed heavily as she flew above the mob of green creatures. She used her ice breath to solidify and freeze them, while her blue sister rocketed past her, screaming as lasers pierced the frozen enemies from her eyes. The monsters melted and broke, reverting into pools of icky goop. The "giant-egg" as the girls had put it, began to pulsate, creating and birthing new creatures to replace the fallen.

"Now, Bubbles!" Blossom signaled, causing the two to grab two large fish tanks each, using their super-strength to fly away with them.

"Two tropical fish tanks, and two river fish tanks secured, Professor." Bubbles said into her com. "We're flying them to DexLabs now."

"G-Good!" the Professor buzzed through. "Make haste, girls, we urhm-" The man's voice cut off, leaving a good moment of silence.

"Professor, come in!" Blossom demanded. Both of their coms played a bit of static in their ears.

"Get those fish to safety and then hightail it to the Junkyard!" The Professor cried into their coms. "The Dynamo is compromised!"

"Compromised?" Bubbles muttered in worry. Another signal tunes into their communicators as the girls reached Tech Square with the fish tanks.

"Hey, uhrm, Powerpuffs!" a burly voice buzzed in.

"Cooplowski." Dexter's voice sternly butts in. "Explain your situation immediately."

"Oh, Coop?" Bubbles asked as the girls place the tanks down, beginning to fly to the junkyard.

"Uh, hey, Bubbles!" Harold "Coop" Cooplowski replied in a fluster.

"Focus, Cooplowski." Dexter barked through the static. "Where's Kiva Andru?

"That's the problem, dude!" Coop laughed. "These monsters are some bad fellas, and even two giant robots are barely enough to hold them back. They attacked us and went ham on the Dynamo."

"The Dynamo should've been fine on autopilot mode..." Blossom grunted.

"We should've let the Mayor pilot it again." Bubbles tried to joke. The two near closer to the junkyard, their giant Dynamo and the great MEGAS XLR in their sights.

"When things started lookin' rough for the Dyno-bot, Kiva jumped out to try and get inside, but I haven't heard from her since." Coop explained.

"AND NOW THEY'RE COMIN' AFTER US!" a second voice screamed from Coop's end.

"Jamie, please!" Coop sighed. "I'm on the phone!"

"This is stoopid..." Dexter's tired sigh buzzed through the coms.

"Hang tight, Coop." Blossom ordered. "Just keep doing what you can with Megas and we'll find Kiva and save the Dynamo."

"Roger, roger!" Coop and his friend Jamie's voice buzz through the com in unison.

Blossom and Bubbles shoot into the junkyard, flying low to ground as Megas began firing pixelizing lasers into the hoard of Fusions attacking the feet of both Megas and the Dynamo. The chest of Megas opened a bit, revealing large speakers that began to echo with the sound of Coop's poor singing. The sound made a majority of the monsters cringe and fall back, but several keep up their plight. Blossom swung around the legs of Megas, freezing any creature on the move, while Bubbles rocketed to the top of the Dynamo.

The Powerpuff Girls Dynamo was built by the Professor many years ago to help his girls. Combining the appearance of the three original girls, the big-bowed, pigtailed robot was almost in ruin, the invaders latched onto all parts of the robot's legs. The acidic goop the creatures were made of seemed to burn right through the metal shell of the Dynamo. A few creatures hung from the head and arms of the Dynamo, and the lights of the eyes failed to glow. Bubbles gripped the side of the Dynamo, using her laser eyes to burn a hole in the side of the head, almost where an ear would be, to get inside.

It was silent at first when Bubbles entered the Dynamo, but the sounds of gunfire echoed from the inside.

"Kiva!" Bubbles called out. She soon reaches the cockpit, discovering a red-haired woman in a sleek white and blue outfit. Kiva Andru.

"I'm happy to see you!" the woman said with a smirk to Bubbles, shooting a nearby monster crawling towards her.

"How's the Dynamo?" Bubbles asked, looking sheepishly around the cockpit.

"We're better off saving ourselves at this point..." Kiva answered honestly. "They've infested the inside by now. We need to get to safety, Bubbles."

"Right, right." the Powerpuff sighed, glancing around still. She floated over and grabbed Kiva, taking her out the way she came in.

Meanwhile, Blossom and Megas continued to smash through the hoard overtaking the dump, seemingly only coming back in thicker numbers once destroyed. Bubbles' blue light streak shoots from the Dynamo's head, towards the entrance to the junkyard.

"I've got Kiva." Bubbles said into her com. "But the Dynamo isn't going to make it."

"It's alright!" Coop cheered. "Megas is still rockin'!"

"I'm detecting activity in the sky near you." Dexter buzzed back in. "I can't quite tell what it is."

The activity Dexter referred to would be noticeable by the naked eye as Kiva and the Powerpuffs looked above themselves. Presumably sent from the alien planet looming above them, another "giant-egg" came hurtling down towards the Junkyard. Blossom immediately flew upwards, hurling lasers and energy blasts at the spawner before Bubbles joined in with her own attacks. Despite their attacks, the pod doesn't seem to fall any slower.

"It's no use!" Blossom grunted. "We gotta fall back!"

"Not without those two!" Bubbles yelled, shooting back down towards Megas. She flew through his tiny car cockpit, grabbing both Coop and Jamie by the backs of their shirts and pulling them out.

"Me-Megas!" Coop whined as he's whisked away. Bubbles dropped the two near Kiva as the 'giant-egg' collides with Megas, covering the junkyard with its icky green goop, as well as both giant robots.

"I think it'd be a good idea for you guys to retreat now." The Professor sighed into his com.

"... We need to regroup and assess what we still have." Dexter's voice followed. "... All of you to DexLabs. We've got some talking to do..."

Coop stared at the junkyard, tears welling up in his eyes as he saw Megas static on the battlefield. As he began to sob, Kiva steps forward, placing a hand on his shoulder.

"Whatever's up there wanted this to happen." she stated. Coop perked up, glancing to his friend. "Whoever is in charge probably knows that Megas can take down the Glorft. I bet it knows Megas is... No, I bet it knows that _we_ are a threat to it." Coop's tears continued, but a smile rested on his face now.

"That guy in the sky don't know nothing about us!" Coop sneered. "We'll clean 'im up and get revenge in no time."

"That's the spirit." Blossom smirked.

* * *

A single light remained on in the Leeblossom home. The boy genius Dexter promised to get the citizens back into their homes safety, and delivered for most of Suburbia. Those living in Endsville and Elmore were still seeking shelter in safehouses; as the population of Porkbelly is counted to be nearly eradicated. Roxie and her mother were one of the lucky few able to get home, but this didn't brighten Roxie's spirits.

The only light in her home was the one from above their dinner table, placed in the open space between the kitchen and the living room. Diana sat at the table with a small meal and Roxie's brother Jasper sat with his mother as she ate. Roxie sat in the dark of the living room, curled up on the couch so that she could peek through the blinds. The television was on nearby, buzzing with the sounds of news updates, and begging the citizens to join the fight back.

"Roxie...?" Diana called to her daughter. "Why don't you come sit with your brother and I?"

"Hmmpfh." the blonde grunted in response.

"Roxs..." Jasper muttered. "Come on... It's probably important for us to talk as a whole."

"As a whole...?" the girl shifted her attention, moving to her family.

"As a family..." Jasper continued. "About this whole alien invasion thing. Things are about to be real messed up in the coming weeks."

"Family, huh." Roxie swung her bare feet to the ground as she stood and walked to the dinner table. "But you're 22 and moved out."

"So that means I'm not allowed to care about my bratty sister?" Jasper laughed. Roxie took a seat at the opposite end of the table.

"Well, let's talk." Roxie sighed. "Rule number one is don't get killed..."

"Is everything alright, Roxie?" Diana asked with concerned intent. Roxie looked to her mother's eyes before sighing deeply.

"No, I'm sorry..." the girl wiped her eyes with her sleeves. "I've been watching the news all day... It wasn't just Matilda... Sarah, Stacy, Arabella, Tiffany, Delilah... Their bodies were all found in the rubble." Both her mother and brother stay silent in shock for a moment.

"Oh, Roxie..." Diana said as she began to cry herself. "I'm... I'm so sorry my baby has to experience this..." Jasper gets up, having moved his seat up next to Roxie and wrapping her into a hug. She latched onto her brother and began to sob.

"Let it out, Roxs." Jasper sighed as he patted her head gently.

"... I should've moved us out of Townsville the first time that giant Blowfish attacked the city." Diana sobbed. "What kind of parent am I? Letting you two grow up around such a dangerous place."

"Oh, shut up." Roxie barked at her mom, causing her to be shocked.

"Roxanne!"

"You're not a bad parent, so shut up." Roxie grunted. "We were raised around stuff that taught us to be strong."

"Hey, yeah, being around all this crazy shit in this town has only prepared us for something like this." Jasper agreed with a shrug. Diana stared at her children for a brief moment.

"You two are just like your fathers." She finally broke the silence. "Heroic and cocky. Better than timid like me."

"And that's why I'm going to fight back." Roxie announced, as she broke free of her brother's hug.

"Fight back?" Diana questioned. "Sweetheart, when Jasper said we're going to talk about what's next, he meant in terms of us staying safe while the professionals take care of this."

"The professionals?" Jasper scoffed.

"My friends literally died, mom!" Roxie cried. "What would those judgmental girls think of me if they knew I was just sitting on my butt? No, I love those girls too much to just do nothing after a glob from the sky murdered them!"

"Little sis is on a roll tonight." Jasper smirked. "Love you, mom, but I wasn't planning on sitting back either."

"J-Jasper!" Diana huffed. "Yo- You're an adult! Roxie is still-"

"A kid?" Roxie cut her mother off. "Yeah, I know. A kid who just laid on top of her dead friend and was almost killed by an alien."

She cut herself off this time, looking around the room. The girl's spider legs drop to her side.

"Mom...I know I'm still a kid, but even kids are going to have to toughen up if this is the world we're gonna be stuck in for a bit. And I'm not like the other kids, Mom, I'm part alien! These spiderwebs protect me, why can't I use them to protect others? Uhm, Dexter said on that announcement yesterday that there was an Academy opening to train people, and I'm fully set on going there... Whether you want me to or not."

"My girl..." Diana said softly, holding a hand to her face. "You're so brave."

"I've lost too many people in the last day." Roxie sighed. "I'm not losing anyone else I love."

"Academy, aye?" Jasper sneered. "Never thought I'd see you as a recruit for anything."

"... I- I can't stop you, can I?" Diana smiled softly.

"No fault to you." Roxie nodded. "This is something I know I have to do."

"My little sis ain't going to have all the fun without me." Jasper grinned. "If you're going to some Academy, I'm coming with. We can kick those alien turds together."

"I wouldn't expect anything less." Roxie smirked.

"Oh, my babies." Tears formed in Diana's eyes. "Now time for the real discussion... Staying alive while protecting us."

Roxie and Jasper snicked along with each other as their mother began to ramble.

* * *

_6 March 2044_

The DexLabs conference room was never as full as it was today. Notable names lined the long table stationed in the center of the room, Dexter at the head of the table with his assistant, Computress. It was finally time to shed some light on these invaders and formulate some actual defense plans. A few names of interest populated the room.

Mandark Astronomanov, boy genius and rival of Dexter, sat near the head of the table. Near him sat twins Susan and Mary Test, both of which appeared to have seen better days. The Professor sat across from them, Blossom and Bubbles sitting to either side of him. Magister Max Tennyson sat near them, coupled with his grandchildren, Gwen and Ben, along with his Plumber partner Rook. Mojo Jojo sat with an intense glare set on the Powerpuff Girls, seated next to a man with scar across his eye. General Skarr. White Knight and Doctor Holiday sat nearby representing Providence. General Specific sat near Mr. Black and Mr. White and a strange afro-d space lady sat near them, Garnet. Next to Garnet sat another strange woman known as Pearl.

Subtle chatter filled the conference room, with Dexter silently watching out over the crowd. The door swung open, inviting the last guests inside. A Vendroid from the nearby Exervent filtered in, followed by the five operatives of the Kids Next Door's Sector V, led by Nigel Uno.

"McPherson." Numbuh One greeted, walking up to Dexter as his sector took their seats. The room fell silent.

"Uno." Dexter nodded. "If I could gather the attention of the masses... The Kids Next Door has some information they'd like to share with us."

"Good afternoon, all." Numbuh One began to the crowd. "I'm the leader of the Kids Next Door's Sector V. Early in the morning, two days ago, we lost all contact with our main base of operations on the moon. Several hours later, Earth was invaded by these guys." The kid pointed to a screen at the head of the table, which was now displaying the planet looming above them. "A special subset of the Kids Next Door has been collecting information on this entity for a while, and we were just given access to this info this morning. This is Planet Fusion. From what our operatives have gathered, Fusion has been traveling across the universe, destroying and engulfing the majority of the planets in its path. It's next target? Us."

"And why should I, the great Mojo Jojo, listen to what some snotty kids have to say?" the genius ape chimed in.

"Because these snotty kids have one of the strongest arsenals on our planet." Dexter growled. "As much as I hate to admit it."

"Fusion..." Ben Tennyson muttered under his breath. "Is that what those creatures are? Fusions?"

"We can call them that." Numbuh One nodded. "We've observed over the past two days that these creatures are slimy and made of goo, but can take solid forms, and mimic animals and objects. Those pods that fell from the sky seem to be what spawn them, or at least carry them over from the planet."

"Oh, the giant eggs!" Bubbles cried out.

"We've been calling them Terrafusers." Nigel replied. "The worst of the infection surrounds these. The more in one area, the heavier the infection."

"So, what's our plan here?" Doctor Holiday asked, looking around the room.

"For now, resistance and defense." Numbuh One said. "We're currently working with DexLabs and Providence to quarantine off the most infected zones. Our biggest concern is making sure citizens can still lead their normal lives."

"And clean up?" Susan Test piped in. "Our hometown is completely destroyed. Our lab is buried and our family were the only ones who lived from there."

"We've got operatives already taking care of the debris." Numbuh One sighed. "With more recruits to the Academy up north in the Wilds, we will have the numbers to handle anything that comes at us."

"What are you humans planning on doing in case of another large-scale attack like the invasion?" Pearl asked, a sly smirk on her face.

"That's why the Academy is important." Dexter answered. "The military, Plumbers, and KND are a great defense system, but this type of situation calls for all hands-on deck."

"Those Academy recruits are gonna be in good hands." Max Tennyson announced. "The Plumbers and I are establishing rigorous training to prepare anyone for an alien fight. It'll be a rough, two-day process. Those who graduate will be on call at all times and filtered out for other assignments.

"To get all de' help we need, da rules will hafta be bent." the voice of the Grim Reaper called out. Grim appeared near the foot of the room in a cloud of black smoke, a young woman with jet black hair and a pink streak stood next to him.

"Uh, hiya." the girl greeted with a sheepish wave.

"Juniper Lee?" Gwen Tennyson asked, seeing her friend appear with Death.

"Da' Te Xuan Ze isn't allowed to leave her home of Orchid Bay..." Grim explained. "But I 'tink the world could use da' protecta' of da' magical world in a few other places. For de' time being."

"You made a deal with Death?" Mandark scoffed. "Have fun with those repercussions."

"I'm doing what I need to do to protect my family and my planet." Juniper Lee replied confidently.

"Glad to see we've got both sides of the planet ready to fight back." Dexter said with a firm nod to Grim. "It's up to us to push this monster back, everyone."

"The Academy officially opens in the morning." Computress buzzed.

"We also think the public should be aware of the Darklands to the north." Nigel continued. "I know only the Plumbers and that Samurai seem to go out there, but it seems a good chunk of the invasion centered there."

"Dexter and I have already deployed airships to survey the damage out there." Mandark said.

"Let's aim for only the strongest heroes to head there for now." Dexter looked out to the occupants of the conference room. "I promise more solidified plans will be made... It's not like me to be so unsure like this..."

"It's alright, Dex." Blossom reassured the genius. "This is new to most of us too. It's no wonder you're all jumbled up."

"The alien stuff was pretty crazy for me at first too." Ben joined in with a hearty laugh, displaying his Omnitrix. "But then again, I was becoming them!"

"He does have a point." Gwen followed, adjusting her glasses. "As arrogant as he sounds."

"The public is dying to know information on the invaders too." Mr. Black interjected. "I assume we're going to be tasked with distributing this?"

"Indeed." Nigel affirmed. "We're looking for the government to specifically release what we know on Planet Fusion to the public rather than an organization like ours. The trust in us kids might not settle with... Adults."

"Understood." Mr. White pulled out a phone and began to type on it.

"Is there anything else we should know about?" General Skarr inquired, standing from his seat and straightening his jacket.

"... Well there is one thing." Numbuh One crossed his arms and looked to his fellow operatives. "A few hours after the invasion, a video was uploaded to the internet. Unknown location. Anonymous poster..." Nigel looked down and glanced over to Dexter. The genius nods to Computress, who brings the video up on the screen.

"The film may prove graphic." Computress buzzed as the video began to play.

The video started centered on a small green blob with glaring red eyes. It sat in the middle of a dark room, almost like a jail cell. A sound is heard from offscreen, presumable a door opening, as the sound of footsteps followed. Seconds later, the feet of a silly looking brute march into the frame. It was... An Imaginary Friend? As the friend nears the blob, its red eyes shut tight, and a wicked screech emits from what looked like a mouth. The friend paused, walking offscreen, and returning the creature to normal. After a few more second, the imaginary friend marched back onscreen, this time not stopping and began to grab and beat on the blob with ease. The film cut out, leaving only a black screen with the word "re:FUSE" stylized in the center.

"Given the nature of the creature in that video, and the 'Fusions', as Ben put it, we have reason to believe that creature is one of them." Numbuh One said, breaking the silence after the room watched the video.

"There's something bigger behind this whole Fusion thing." Dexter muttered, but loud enough for everyone to hear.

"The most interesting part to the video, despite the Imaginary Friend, is where the video was uploaded." Nigel continued. "It was uploaded to the official Rainbow Monkeys Industries website."

"So, what the Rainbow Monkeys are behind the aliens?" Ben laughed.

"The company claims to have no idea how it got there, but it was swiftly removed." Dexter sighed, rolling his eyes at Ben. "We don't know what it means quite yet, but I'd like to look into this Imaginary Friend's effect on the creature."

"And we think it'd be best to keep this bit of information private." added Nigel. "Just for now. Luckily, the Rainbow Monkeys website doesn't receive that much traffic, especially hours after an invasion like we had. But people have seen this, and more of them will find it. We're going to figure something out before questions start being asked."

"So, the plan is basically, educate the public, build an army, and wait for instructions?" Blossom asked.

"Unfortunately, that's the best I can do right now." Dexter ran his gloved fingers through his ginger hair. "You superheroes are going to have to put in some overtime."

"Protecting Earth is never overtime." The stoic Garnet stated, causing everyone in the room to gawk at her for a moment, some in awe, while others merely confused.

"We'll get right on it." Mr. White stood and began to leave with Mr. Black. The two Generals would stand to follow.

"Magister Tennyson." Rook called out, saluting the man. "Shall I head to the Academy for preparations?"

"Please and take these Providence reps with you." Max smiled, gesturing to White Knight and Doctor Holiday. "Providence is going to be a great help in setting up the training facilities."

"Understood." Rook nodded. "I will see you soon, Ben."

"Catch 'ya 'round, Rook." Ben threw up a peace sign as his partner exited with Providence. Nearby, Dexter and Nigel convened.

"How long do we have until something happens?" asked Nigel. Dexter rubbed his temples.

"I don't even know... Days... Minutes?" The genius glared around to the heroes, and Mojo, who was still in the room. "We barely know anything about how that thing up there operates. It could strike again at any moment... I should know what to do."

"Don't beat yourself up, Dex." Bubbles giggled, floating over to him with her sister. He raised a brow as they approach. "Super hearing."

"Great." Dexter grunted.

"I said it already, Dexter, this is new to us." said Blossom. "I don't like being this powerless either, but hey, we're figuring more out. That's good!"

"Not fast enough."

"It's not healthy to sit here with a negative outlook." Bubbles pouted.

"You're _the_ Dexter." Nigel began. "This city looks up to you as much as they look up to the Powerpuffs or the Justice Friends."

"It's rough that there's no more solid plan at the moment..." Blossom smiled. "But we're pretty dang strong. We're ready for whatever is coming at us now, so don't worry about that. Just worry about finding out more for us." Dexter blinked at the three surrounding him, his face growing pink.

"... This inspirational speech stuff isn't really my thing..." he muttered. "... But thank you. I- I appreciate that."

"Get to work, McPherson." laughed Nigel with a smirk before he walked off to join his sector.

"Why don't you get some rest for the entire evening?" Blossom asked Dexter as she noticed the bags under his eyes. "We're both going to be at the opening of the Academy, right?"

"Right." The genius rubbed his heads under his glasses. "I'll have to set Computress to do some work while I rest."

"As long as you take care of yourself." Bubbles grinned. "C'mon, we won't stop Planet Fusion sitting here."

* * *

_7 March 2044_

It was early in the morning, but the streets of Peach Creek bustled with the movements of the KND and the local scout troop, the Urban Rangers. Among the hustle, Roxie and Jasper Leeblossom walked along the sidewalk. The two held hands as they walked and were both dressed in more athletic outfits. In the nearby cul-de-sac, a KND S.C.A.M.P.E.R. sats, awaiting to take recruits to the Academy up north. While most of the KND agents stood guard, defending the streets, the Urban Rangers were busy... Building?

As Roxie and Jasper turned down towards the cul-de-sac, the siblings noticed a large wall constructed of cardboard and dirt. It wasn't finished, but it looked as if it was to cover the entire street. Also made of cardboard, in the center of the cul-de-sac, sat a throne, fit for the king of scams himself. The short, yellow-clad "king" sat atop his throne, grinning wildly as Urban Rangers shuffled past his seat. At the foot of his throne stood two more kids, one dressed as the other Urban Rangers, the other dressed in normal street clothes, and a natty black hat. The latter appeared to be, for lack of a better term, freaking out.

"Sarah said Ed didn't even come home last night, Eddy!" the kid with the hat cried up to the kid on the throne, who scoffed at his friend.

"Whatever, Double-D," Eddy shrugged his shoulders without a care. "That dummy is probably just stuck inside of one of the cardboard boxes. He'll show up eventually." He perked up as Jasper and Roxie near the center of the cul-de-sac. "Oh, hey! Big dude and spider-girl!" Eddy jumped from his seat.

"This is the way to the ride to the Academy, yeah?" Roxie asked the boy. His grin only grew larger.

"Oh, yeah, totally!" he laughed. "But you have to pay the fee first, only one quarter per customer!"

"A quarter...?" Roxie muttered.

"Don't listen to the Ed-boy!" the kid dressed in Urban Ranger garb interrupted. "Ed-boy is stupid, and wants to make quick buck from the aliens. Well Rolf says NO WAY! Rolf build wall to protect Wilfred." A pig would suddenly squeal nearby. Roxie and Jasper blinked at the kids.

"Y'all kids... ok?" Jasper asked, holding back a laugh. "Do your parents know you're up this early doing all this... war shi- Stuff?" Roxie snickered as her brother censored himself.

"My brother said we should totally build this wall, protect our house!" Eddy laughed.

"We can never be too safe." Double-D brushed off his shirt as he looks to Roxie. "We're just missing a friend of ours."

"And we're missin' a sister!" a hoarse voice rang through the cul-de-sac. Roxie and Jasper turn, looking behind themselves to see two more kids. These girls looked a bit dirty and had some wild colored hair, one bright orange, and the other deep blue.

"The Kankers!?" Eddy screamed. "Get! Not in my alien kingdom, nuh-uh!"

"Can it, Eddy!" the ginger girl spoke again, pretending to roll up her non-existent sleeve. "We know Ed is gone too."

"You k-know Ed is missing?" Double D audibly gulped.

"May left Lee and I this dumb note before we woke up." the blue haired girl said, lifting said note with a wiggle.

"And Marie wakes up super early, so if May left the note before then..." the ginger, Lee, grunted.

"She told us that she saw Ed running towards the forest and that she was leaving us to be his forest queen." the now-named Marie recited. "I'm not about to go over there and look for her."

"Well... I suppose it's nice to know which direction he wandered off in at least." Double D rubbed his chin in thought, glancing to the ground.

"What are we witnessing...?" Roxie whispered to her brother. He shrugged his shoulders.

"Middle school drama?" he guessed. "Don't we have a ride to catch?"

"Wait, you two!" Double D waved to the Leeblossom siblings. "My name is Edd. I can't really leave the cul-de-sac while we're building this wall. If you see a sub-intelligent boy up north, could you send him home...?"

Roxie blinked her eyes. "I- I supposed. But we're going to Mount Neverest for the Academy. That is kind of out of the woods."

"Pimpleback is on tha' way there!" Lee blurted out. "That's forest enough, spidergirl!"

"My name is Roxie!" the spidergirl grunted.

"This really seems like a talk-to-your-parents type of problem." Jasper whispered.

"Yeah, if we see your friend, we'll say you called." Roxie waved her hands to the group of kids scrambling around her. "But I'm a girl on a mission. Nice to meet you though."

In one fell swoop, Roxie waved to the kids once more, grabbed Jasper's arm with her other hand and tugged him away. She pulled him to a short line outside the S.C.A.M.P.E.R., wrapping her arms and spiderlegs around her brother as they approach.

"Kids these days." she sighed as she hung from her brother, who patted her head.

"You have no idea, sis." Jasper chuckled.

After just a few minutes wait, the pair boarded the KND aircraft. They only have to wait for a few more minutes before the hull of the SCAMPER filled, and the young pilots prepare for takeoff. The Academy was actually an existing Plumber facility near the tops of Mount Neverest, the highest point east of the Pimpleback Mountains. With Planet Fusion here, it was quickly renovated to house an intense training grounds, designed by the Plumbers to teach defense against aliens. The SCAMPER carrying the Leeblossom siblings landed on the roof of one large building, built into the side of the mountain. Looking upwards, the two could see more buildings covering the mountainside up to the peak.

Roxie and Jasper stepped off the aircraft, looking around at the crowd of recruits, young and old alike. Nearby, the feline alien Rook stood with some assorted Plumbers, helping to send recruits off to get started. Roxie tugged on her brother's sleeve, pointing to the alien. The two nodded to each other, then approach the Plumber. He dipped his head in greeting as they arrive.

"Welcome to the Academy, recruits," grinned Rook. "I am Magister Rook Blonko. May I have your names?"

"Nice to meet you." smiled Roxie. "I'm, uhm, Roxanne Leeblossom, but can you put that down as Roxie?"

"Certainly, Miss Leeblossom." Rook looked down, tapping onto a smart device with a large screen. "The pleasure is all mine."

"Jasper Leeblossom."

"Great!" The feline took another moment of silence to tap something else onto his device. He soon looked up, peering at Roxie's alien spider-limbs. "Can I have your ages as well...?"

"I'm 22," Jasper took control. "Roxie here is a typical 16-year-old girl."

"And your... species... Miss Leeblossom?" Rook hesitated to ask. Roxie stared at the man in a prolonged moment of silence.

"Oh, um..." It wasn't like she wasn't used to this question. Growing up with large arachnid arms on your back warranted this type of interrogation. Of course, this would be the first time the question had popped up since the invasion three days ago. But Rook was a Plumber Magister, and a full-blooded alien himself, Roxie knew no judgement could come from him. "My mother is human, but my father was human and Arachnichimp. I suppose that makes me three quarters human, one quarter Arachnichimp, but it's always been easier to say I'm half and half."

"That is interesting, Miss Leeblossom." Rook said, but a warm smile sat on his face. "The Human Hybrid breed has been growing in popularity in the past few decades, but I have never seen a hybrid with the characteristic of the Evolved Form of a species."

"... Evolved form?" questioned Roxie. Jasper also raised his brow in interest.

"Oh, excuse my Plumber talk, please." Rook apologized. "The only time I have ever seen an Arachnichimp with real Earth base arachnid features was when my partner Ben used his Omnitrix to evolve his Spidermonkey." Roxie huffed.

"Tennyson...?"

"Yes, Ben Tennyson." Rook confirmed. "Before him and I were partners, he had an upgraded version of his Omnitrix we dubbed the Ultimatrix, which allowed him to access a more powerful version of his stored alien DNA. Ultimate Spidermonkey had similar limbs to you, Miss Leeblossom. But those versions should only exist within the Ultimatrix..."

"... Oh, I know all about Tennyson." Roxie grunted, rolling her eyes as she crossed her arms.

"Is there a problem...?" Rook looked worried, thinking he said something wrong.

"Oh, those two went to school together." laughed Jasper. "Just some teenagers with beef."

"I see..."

"Are we supposed to be, like, training, or something?" asked Roxie, ready to get on with why she came here in the first place.

"Yes, of course!" Rook scrambled, tapping his screen once more. "Leeblossoms, you have been assigned to the red sector." He gestured behind him, revealing four more lines, that lead into colored terminals. Red, Green, Yellow, and Blue. "You will be outfitted for battle and then wait for further instruction."

"Perfect." Roxie gave the alien a thumbs up. "Thanks for the help, Magister."

"Thank you for volunteering!" He waved goodbye as he watched Roxie and Jasper walk off to get in line before moving to talk to another recruit.

"Evolved Arachnichimp...?" Roxie wondered out loud, perking Jasper's interest. "What do you think he meant by Evolved?"

"Hell, I barely remember what things that Tennyson kid can turn into anyways," shrugged Jasper. "Let alone other forms of his aliens."

"He said they only existed inside the Ultimatrix...?" Roxie rubbed her eyes, releasing an exaggerated sigh. "As if I needed some obscure information about myself in a time like this."

"Don't sweat it, Roxs." Jasper looked ahead as the line moved forward. "I'm sure it'll be a plot point later in your story."

"My story?" Roxie playfully punched her brother's arm. "This isn't some grand adventure film, bro. I'm not special enough to have my own story anyways."

"What do you mean not special!?" a different voice blurted out. The siblings looked in front of themselves, viewing the excited dark-skinned boy ahead of them.

"Excuse me?" Roxie scoffed, eyeing the boy up and down. He was almost as tall as Roxie, and was wearing a full tuxedo? Suit? Even completed with a fancy top hat resting atop his messy blue hair.

"Well, urhm," The boy reached up to scratch the back of head. "Look at you! You've got fancy spiderlegs!"

"... Do I know you?" Roxie's brow furrowed as she glared at the kid.

"Uhm, no, not really," the boy laughed, frantically looking around. "But I did just hear everything you just said to him!"

"What kind of creep just eavesdrops like that?" exclaimed Roxie. "Dude, my legs are none of your business!"

"Wait, wait, wait!" The kid smacked himself in the face. Hard. Roxie even winced at the sight. "I'm a total idiot! Let's start over! My name is Amp!" The boy extended his hand towards the middle of the pair. Reluctantly, Roxie reached out to take his hand in hers.

"Roxie." she introduced. "You're really weird, dude."

"I get that a lot!" Amp snickered, shaking Roxie's hand violently before releasing. Jasper waved a hand.

"Jasper."

"So, you guys here to kill those nasty aliens?" Amp asked the two, his eyes immediately bulged out his head, looking at Roxie. "Uh! Not all the aliens! Just the evil ones! And you're not evil totally!" The blonde girl rolled her eyes.

"I'm barely an alien, dude." she laughed. "You're tryin' real hard to be formal, huh?"

"Desperately."

"I can tell." snickered Jasper.

"I'm not very good at this people talkin' thing." the kid sighed. "No biggie."

"You don't get out often?" Jasper asked.

"You have no idea, muscle-dude." Amp threw up his hands, shooting finger guns to the pair. "I'm fresh out on the town and ready to kick some alien ass."

"Well good." Roxie grunted. "You're up next."

"Wha-?" Amp turned around, seeing that he had reached the front of the line. A Plumber waited for him to approach, before handing him a ticket and then sending him off. Roxie stepped up to bat next.

"Alright, Miss Leeblossom, is it?" the Plumber asked. Roxie gave a stern nod as she waited patiently. "You'll take this ticket to the dressing rooms, and get into your new armor. You'll be split into your training squads afterwards."

Roxie was quickly whisked forward, being shuffled in the direction of the previously mentioned dressing rooms. After she gave her ticket to another Plumber, Roxie was given a pink suit of armor to put on, protecting her torso, legs, and feet. Interestingly, the back of her armor already had four spots opened up, allowing her spiderlegs to comfortably fit. Once dressed, she exited to another large crowd of recruits, all wearing different colored armor like hers. She peaked around noticing a few people in armor sharing her color. In fact, a familiar face was in the armor!

"Holden!" Roxie called out, catching the attention of her pink-haired neighbor. He smiled at the sight of his friend, walking over to join her.

"I'm really glad to see you here." Holden said as he approached.

"I'm surprised to see you here!" Roxie laughed. "You live with the Powerpuff Girls and you're here for some combat training?"

"The Professor said it would be a good idea." Holden's smile weakened a tad. "Might as well take the extra training so I can try to keep up with Bubbles."

"And keep up with me." Roxie winked. Holden laughed before hugging Roxie, at least, the best he could with the armor they wore.

"Well, it seems like they're splitting us up into squads to train by our armor color, so..." He gestured to the two of them. "Guess we lucked out today."

"Please, there's been nothing lucky about the past few days." Roxie shrugged. Jasper walked up to the two from behind, also wearing the same pink colored armor.

"What's crackin', brats!" chuckled Jasper as he greeted Roxie and Holden, putting his arms around the two. "Look, we almost have the whole street gang with us. We just need Blossom, Bubbles, and Butter-" Jasper cut himself off. "Errrrrr-Yep! Haha, the gang's back together!"

"Attention!" a familiar voice echoed through the hall the recruits stood in. Dexter stood elevated towards the wall of one side, standing among Plumbers and the Powerpuff duo. A screen behind those elevated turned on, displaying Dexter's face for the crowds to see. "You all are about to undergo vigorous training for the next two days. This won't be easy, and not all of you will graduate, but I applaud all of you for showing up. This is potentially Earth's darkest hour, so your help will make all the difference. Thank you."

The screen moved to display Magister Max Tennyson, who arrived while Dexter spoke. "Recruits!" he called out. "You'll notice your armor is colored. During your short stay in the Academy, you'll be teamed up with those wearing the same color as you. You and these five other recruits must endure this heavy training together, as you'll quickly learn, teamwork is the most vital part of any army. The Plumbers have been dealing with alien threats for as long as they've existed, so we feel confident in what you're about to experience."

Roxie looked to Holden, and then to Jasper, a wicked grin painted on her face. She jetted her thumbs towards her armor, then pointed to both chest pieces of the boys.

"Are you kidding me?" she said in awe. "What are the odds, man?"

"That's what I'm sayin', dude!" Amp's voice slammed into Roxie's ears. She turned to see the blue-haired boy, now hat-less, but now outfitted in the same pink armor as herself.

"... Are you kidding me?" Roxie's jaw dropped.

"Right?!" Amp snickered wildly. "What are the odds?!"

"A friend of your's, Roxie?" asked Holden. Jasper held back an inappropriate laugh.

"Totally." he grunted through the laughter.

"Let me tell you, Roxie, we have got to stop running into each other like this!" Amp patted Roxie's shoulder as he laughed, but quickly pulled away after noticing Roxie's glare. "And that looks like you're a bit peeved."

"I wonder who else is going to be on our team." Holden questions out loud, essentially cuing the other two recruits to the scene.

"Excuse us?" a soft voice asked. "Fellow pinks?"

Two girls approached the pink-claded recruits, dressed in the same armor. The taller girl had long and fluffy purple hair, highlighted with complimentary shades of purple. The shorter girl stood with her arms crossed, A majority of her green colored bob tucked into a yellow beanie hat. Their facial structures were similar, but not identical. The Orion Sisters. Born into a wealthy family, these girls lived peacefully in Bravo Beach, until the invasion that is. The purple hair girl spoke again.

"I'm Heather Orion." she greeted, extending her hand. Holden reached out to shake it.

"Orion as in...?" Holden began to ask, the other girl cutting him off.

"Yes, our Daddy is rich and yours isn't, get over it." she barked, turning her nose into the air. Heather jabbed her elbow into her sister's side.

"Hannah, please! Don't be rude!"

"Helluva' first impression." Jasper chuckled.

"What is this team...?" Roxie sighed. "... Heather? Hannah? I'm Roxie, and this is my brother Jasper. And that's my neighbor, Holden."

"It's our pleasure." Heather smiled warmly.

"Hey, you forgot about me!" Amp waved his arms around frantically.

"Yeah..." Roxie rolled her eyes. "Forgot. That's Amp, my headache."

"Oh! I didn't know we were doing nicknames!" the excitable kid wiggled himself into the center of attention. "I wanna be Joker!"

"These bullocks are gonna kill each other before they even get a chance to shoot at the aliens." Hannah growled to her sister; anger visible from every angle of her face.

"There's a few things you should know before training," Magister Tennyson continued, the screen behind him shifted into images of the alien planet and a variety of the monster from it. "This is what we're up against. Planet Fusion. While we don't know much, we do know that this planet has been traversing the galaxy and consuming every planet in its path. These green globs that have been attacking are Fusions, and they seem to morph their acidic bodies to whatever form they please..." An image of the spawning pods appeared on the screen, alongside images of Fusions taking the form of animals near the forest. "These pods that fell from the sky during the invasion, and sporadically since then, have been called Terrafusers. It seems they just keep spawning from them, but destruction of the pod itself is difficult."

"We know all of this information might be scary, but you're here now." Magister Tennyson's face reappeared on the screen. "The next two days will see you and your squad endure tests of might, will, and bravery. And following graduation, until the end of this hopefully short war, you will be the strongest defenders for Planet Earth. Now, without further ado... Plumbers will be around to give your squads further instruction."

"Fusions..." Roxie muttered to herself. She peeked to the Orion sisters at her side, then to her brother and neighbor on her other side.

"Aye, pink team!" a Plumber yelled at the six, carting over a rack of weapons to them. "Your first assignment is through the Zoo doors."

"Assignment...?" Holden scratched his head. The group glanced over to a large set of doors where several squads were already heading towards.

"What do we have to do?" Heather asked.

"Take a weapon, enter those doors, and stick together until the end." the Plumber gestured to the weapons again. Amp quickly dashed forward grabbing a small and futuristic gun.

"Don't have to ask me twice!" he cheered. "Pew-pew!"

Heather and Hannah step forward, each taking a moderately sized gun. Holden waited patiently, retrieving a small gun that resembled a custard. Jasper grinned as he picked his weapon, a large spiked mace, attached to the handle by a strong chain. Roxie's brow raised at the sight of it. Looking forward, only two weapons were left on the rack for Roxie. A pair of pistols, both painted to match each other. Roxie picked up the weapons, holding one in each hand, getting a feel for how they were.

"Shouldn't you have gotten a gun?" Heather asked Jasper, worry painted her face.

"It's alright, little girl, I'm a man." Jasper flexed one of his arms. "I can handle a little melee action."

"A man-baby." Roxie smirked. "I'm sixteen and act older than he does sometimes."

"Great, I was paired with a bunch of teenagers, wasn't I?" Jasper smirked in return to Roxie, then extending his smirk to Holden.

"Hannah is only fourteen, and I'm sixteen myself," Heather forced a smile as she held her gun to her chest. "I suppose you were."

"Hey, I'm fourteen too!" Amp stuck his head into the conversation again.

"Sound about right." Roxie snickered.

"Alright, alright," the Plumber began to move the empty rack away. "Like I said, all you have to do is make it to the other side of the Training Zoo, through those doors."

"Easy." Hannah scoffed, being the first to walk off. The other five shuffled after her, passing the doors to enter the Training Zoo.

* * *

It was almost hard to believe that Roxie and her team were thousands of feet in the air while in these mountains, given that, as they walked forward, a rich and lavish jungle unfolded before them. The closing doors behind them would be the only unnatural looking thing in the area, and every step forward welcomed new foliage and dirt. No sign of any other squad was around, nor were there a sign of much life at all in these trees. The pink team paused as a group.

"So, this is the Training Zoo...?" Holden questioned out loud.

"Seems like the Amazon." grunted Hannah, who had her gun aimed and ready to shoot.

"Just get to the other side." Jasper shrugged. "What's the catch...?" He began to step forward, leading the group in a straight path ahead of him.

"Who says it can't be easy for once?" Roxie shared a shrug with her brother, her pistols and spiderlegs ready for attack. "Just walk to the other end, simple."

"This is supposed to be rigorous training, numbskull." Hannah growled. "There's something else to this than just a walk in the woods."

"You don't need to be so rude..." Heather peeped. Somewhere around the six, a bush ruffled, as if something moved through it.

"Oh, that's the alien!" Amp grinned, pointing his little gun around. He pulled the trigger, shooting a blast to his side and knocking him on his butt. Heather and Roxie stop, both moved to help him up.

"Watch where you're pointing that thing!" Roxie scolded, looking up to see Amp's blast left a nearby bush encased in a block of ice. The boy seemed to jump up as the girls helped him up.

"Wicked!" he cheered. "A freakin' ice gun!"

"And they just let you take something like that...?" Holden looked down to his normal gun, appreciating the custard look it had.

"My lucky day!" Amp smiled as he pointed his gun around, striking different poses as he does so. A sudden growl from the foliage around them instantly caused Amp's cheeriness to die down, the six members of the group all standing back to back.

"Here's the catch." Jasper muttered. The bushes ruffled again, and without much time to react, a lengthy green Fusion pounced from the shadows, and completely over the group.

"One of the aliens!?" Holden shouted, pointing his gun and firing a round.

"EPIC!" Amp cheered.

"This seems a little morbid, even for the Plumbers." Roxie frantically said, triggering a nod from Holden. Amp pulled his trigger finger again, blasting the Fusion and freezing it solid. "Maybe it is lucky you got that thing." Roxie smirked.

"We should move." instructed Heather.

"Stay behind me." Jasper took off forward again as he swung his mace to clear the way.

"Did they spend the past three days freakin' stockpiling these things to make us fight?" Roxie asked as they ran along the dirt.

"It doesn't seem legal, does it?" Heather added, taking up the rear of the group.

"Teaches us what we're up against!" Jasper yelled, his mace crashing into a tree trunk. More growls echoed from nearby.

"Watch your sides!" Hannah yelled, pointing her gun to the side and unloading. "Pay attention or fall behind!"

Roxie whipped around to her side, lifting her dual-pistols and firing in surprise. Her shots would luck out striking down a Fusion barreling out of the brush. The girl looked down to her hands. "Whoa." she muttered to herself. She peered up again, witnessing the Fusion she shot tumble into the dirt, and then dissolving. A newfound determination spread across her face, Roxie lifted her guns again, shooting at the more Fusions coming from the alternate direction.

"What happens if one of us gets killed!?" Amp screamed to the group over the sounds of their guns going off. He froze another monster attacking, leisurely taking a few steps forward. "Do you think my theoretical parents could sue?"

"Theoretical?" Holden seemed to just grow more confused with every word escaping Amp's mouth.

"Theoretical." Amp nodded firmly. "Assuming they exist."

"And they don't?" Roxie's brow rose. Amp playfully flicked his wrist to the hybrid as he freezes the final Fusion around them.

"Oh, Roxie, we'll gossip later." he winked. Roxie simply stared at Amp as she relaxes after the shoot-out.

"C'mon." Jasper waved his arm to the teens. "Your bullets are only gonna draw more of them to us if they're in here."

"This does seem illegal, right?" Heather brought up again. "Isn't this like harboring a war criminal?"

"Oh, as if the aliens are going to care about our legal system, dunce." her sister barked at her. Roxie looked above her, peeking through an opening in the trees to see the glass roof encasing them.

"... That's why it's called a Zoo..." Roxie sighed to herself.

Jasper led the team off again, following the dirt until unnatural light blinded them from the side. A wall. And an open door. The pink team shuffled through the space, exiting the Zoo.

* * *

_9 March 2044_

The Plumbers apologized profusely for failing to mention the fact they had captured weak Fusions for use in the Academy, but it made sense. Planet Fusion is an entirely new experience for everyone, and the best way to learn was hands on, under heavy supervision of course. Roxie and her team did well through the training, but it seemed that their dynamic stayed wacky. Though none of that matter outside of this place.

The top of Mount Neverest housed the Hall of Super Friends, which doubled today as a graduation ceremony for Roxie and her team, as well as other squads who joined days ago. It was nothing too grand, but sweet enough to feel special. Roxie still sat in the hall, looking out across the land as people filter out of the Academy below her. Although none of them were still armored, her pink team sat near her in the hall.

"... This isn't going to end soon." Roxie sighed, attracting everyone's attention.

"This?" Holden looked around.

"This war." Roxie clarified. "We're a part of an army now... These aliens are going to be here for a while."

"Good!" Amp stood atop his chair, fixing his collar. "More time for me to be a hero!"

"Don't you have, like, a family to go see?" Roxie asked rudely. "Someone to celebrate this graduation with?"

"You're still here too, girl." the boy snickered, hopping off his chair. "But if you're dying to get rid of me, I'll go find something to do!"

"Thank you!" Roxie barked back. She rubbed her eyes with a yawn, only to see Amp had completely disappeared within that time. "Oh..."

"I'm ready to get out there and kick ass too." Jasper chuckled. "Why are we still here?"

"I- uh," Roxie hesitated, staying silent as Blossom and Bubbles fly by, then landing in the hall. "Oh, hey, girls!" Jasper could tell she was using this as an excuse to avoid the question.

"Ugh," Hannah sneered. "Let's get out of here too, sis. The supers are here."

"... That's not a problem?" Heather paused. Hannah glared at her older sister, stomping off without a word. "I, uhm... I'm sorry my sister has been so rude these past few days."

"Don't sweat it." Jasper shrugged. "I grew up with Roxie, I can handle it."

"And I grew up with that thing." Roxie pointed at her brother and stuck out her tongue.

"I should follow her, but I'm glad I have some friends in this battle." Heather stepped forward, giving both Holden and Roxie a hug before walking off. Roxie stays silent following the hug.

"We're just here to pick up, Holdie." Bubbles smiled, wrapping her arm around the pink haired boy.

"Flying Air-Puff is the only way to go." Blossom laughed.

"Do you guys need a lift too?" Bubbles asked the Leeblossom siblings. Jasper looked to his sister for an answer.

"I appreciate it." Roxie smiled and fixed her hair. "I think we'll take the long way."

"Sounds good." Blossom grinned. Bubbles and Holden wave before all that's left of them is a trailing blue light. "Congrats on graduation, you two!" Blossom waved as well, then rocketed off. Jasper waited for a moment before sitting next to his sister.

"You don't want this to be real." he said, very matter-of-factly. Roxie's head perked up.

"... You know?" she sighed.

"It's not the first time I've felt what you've got going on." He reached over to put a hand on her shoulder. "The second we walk out of this place-"

"It'll all be real." Roxie finished. "It's been real, of course. But once we're outside, we're soldiers." The girl acted as if she was about to hurl. "And I said I'd never support the military."

"It's more like a Plumber army." Jasper shrugged.

"Whatever!" Roxie threw her hands into the air. "I want to do this so bad, Jasper! I want to waltz out of this place with my head held high and kick some serious alien butt in the name of my friends."

"... What's stopping you, Roxie?"

"I, uhm... I'm just not sure I'm ready to be that person."

"This coming from the same girl who was the captain of her junior high volleyball team." Jasper began to count of his fingers. "The same girl who won Homecoming Queen as a freshman!"

"Jasper..." Roxie rolled her head on her shoulders. "This isn't anything like that. People were scared of me. No one wants to be on the freakin' insect-girl's bad side, who knows what that freak would do?!"

"Spiders aren't insects, they're-"

"Arachnids!" Roxie groaned. "I don't care, dude! I'm not about to shoot down impressionable teenagers. These are flippin' SPACE ALIENS! You think some destroyers of literal worlds are going to bat an eye at the freak with the spiderlegs!?"

"That's even better, Roxs."

"BETTER!?"

"Freak verses freak." Jasper paused. "You're on an even playing ground with them."

"Great, just what I wanted." Roxie grunted. "To be reminded that I'm one of them."

"Oh, come on Roxie." Jasper crossed his arms. "You know there are more good aliens than the bad."

The two sat in silence.

"I know." Roxie rubbed her temples. "I know, I know, I know. I just... This is a lot for me, Jasper. Not that it's not a lot for you, either, but-"

"I get it." Her brother leaned back in his chair. "Your friends, your limbs. I know this is hitting close to home. Right on home."

"What am I supposed to do?"

"Do exactly what you told me. Waltz your ass out of here with your head held high." Jasper grinned. "That told me you have the fire in you. It's ok to mourn, and be worried, but you've got to take some action too."

Another deep sigh escaped Roxie's lips, followed by another moment of silence.

"I didn't think I'd need a pep talk to just... go home." she joked. "You're always right, aren't you?"

"It comes with being born first." Jasper smirked. "I stole all the smart genes."

"Oh, is that why I got all the good looks?" Roxie laughed, filling the right with some light. "Thank you, Jas."

"I don't want your thanks." Her brother sat up straight in his chair. "Just do what you told me. I'll be here to do the same with you."

"I am." Roxie nodded. "I was going to, I always was going to. Just needed to talk myself into it... I love you, bro."

"I love you too."

**Notes for the Chapter:**

> Reviews are greatly appreciated!
> 
> Now that Roxie is out of the Academy, we can really start getting into battles against the Fusions. You've probably noticed that a few OCs have been introduced. This is mostly because FusionFall is a game you play with other people, so I wanted to relate it a bit more to the game by adding these characters and really make it feel like a world of "players" living among Roxie.
> 
> As always, the footnotes of Chapter 1 show which shows are being used in this FusionFall Canon.
> 
> Amp (c) TheCrampReturns on FFN.
> 
> Heather & Hannah Orion (c) FMHQRP Community


	4. Spaceport Invaders

**Notes for the Chapter:**

> I'm pretty happy with the rate I've been getting these chapters out! But, looking ahead at my plans, I decided there's a lot to write coming up for the Roxieverse. That being said, I'm going to do my best to have a new chapter out by the end of every month. Of course, I'm an adult with a busy life, so it might not all happen like planned, but for now you can look forward to chapter five by the end of August.
> 
> On the FusionFall front, there's been two major updates to FusionFall Retro since the last chapter. In June, Infected Zone Racing was finally added to the game, alongside 150+ new items as Racing Rewards, as well as e-mailing buddies. Just, like, a week ago, Retro received another major content update the community dubbed as the Ben 10 event, and it adds some great permanent late-game content.
> 
> The Ben 10 update also added my favorite alien, Spidermonkey, as a full NPC! Art exists for him, but he was never made for the OG game. The model in Retro was completed crafted from the ground up for FusionFall! Awesome!
> 
> Anyways, I won't ramble anymore. Enjoy the chapter!
> 
> Special thanks to zerowing21 and Magtongen for beta reading this chapter for me!

_11 March 2044_

Citizens of Endsville and Elmore began to filter back into their homes, much to the dismay of the supernatural life in and surrounding Endsville. While normally tame and quiet, the chaos of the invasion had brought everyone out to play. One particular entity wasn't too interested in being in the thick of the chaos, and instead, watched from afar.

Resting near the outskirts of Endsville in the northwest was a moderately sized mansion. Its Gothic style made its exterior fit right into the grotesque and brash design choices of Endsville, but inside would be home to a maze of traps and wonders. Floating above a balcony on the second floor of the mansion was HIM, the lobster-clawed demon enemies of the Powerpuff Girls. This was his residence, and the place where he arguably had the most control. He watched as soldiers held back straggling Fusions, and viewing families returning to their homes.

A second demon stood in the doorway leading inside from the balcony. The fancy suited, green demon known as Them, who attended Kilroy's meeting a week ago with Him. Their head dips to rest against the doorframe, but their yellow horns click on the side.

"It's been a week, yesssss?" Him mused, his eyes surveying the streets.

"Indeed." Them nodded. Their face would shake suddenly, a difference voice escaping their lips.

"Those little humans barely know what to do with themselves!" they laughed. A second violent shake occurred, followed by a deeper voice.

"Silence, fool." Them roared at themselves. "We barely know what to do with ourselves."

"How troubling." Him grunted, raising his claw and clacking it together. Duct tape suddenly appeared across Them's mouth. "My darling, I adore your company, but you must keep those voices in check."

Him. Them. Of course, neither of these would be their real names. Thousands of years ago, the demon known as █████ ravished the Underworld, bringing forth pain and torture unimaginable to any human mind. Once caught, he was punished for his crimes, banished to live eternally in the Overworld. His reign of terror continued here, where his name alone struck fear into the hearts of the manliest men. His name was so terrible, in fact, no one could bare to say it, and he was only known as HIM.

Such a powerful demon wouldn't be without those who look up to their power. Three particular souls were infatuated with Him's power and grip on the Underworld, and dedicated their eternal lives to recreating his terror. They might have gotten away with it too, if it weren't for the stupid mistakes of one of the souls. As punishment for their traitorous plans, the three souls were confined to one body, trapped to pilot the same husk of skin for the rest of their natural lives. Now stuck as the same entity, the three souls began going by the name, Them.

"Can you believe measly Kilroy Green predicted this mess?" Him asked the horned demon, floating along the length of the balcony. "His power is greatly inferior to mine yet I haven't an inkling about these creatures." The duct tape covering Them's mouth disappeared.

"Uhrm..." The demon keeled over, rubbing their mouth. "Maybe it's due to his royal blood." their voices spoke in unison. Him rose a brow.

"I thought that as well," The red skinned demon sighed, looking towards a house with a strange animated tree out front, "But could the brother of the Demon King really possess the power to sense an invasion? It seems... Unlikely..."

"If you're so powerful, what's stopping you from just snapping these aliens away with your claws?" Them questioned their friend, the deep pitch now absent from their voice.

"Oh, for a multitude of reasons," Him chuckled, "My abilities are seldom wasted on saving the likes of humanity. Who knows? Perhaps this is the perfect opportunity to destroy the rest of those pesky little Powerpuff Girls and take over the world."

"If the invader doesn't take it over first." Them grunted.

"The simple answer is that there's more in store for Planet Earth and its encounter with Planet Fusion." Him snickered. Them's brow rose at the statement.

"You know something we don't, huh?" they asked, one of the voices hesitating and trailing along a beat behind.

"Wouldn't you like to know, Mr. Royal Tailor?" Him teased, a third claw extending from Him's torso and caressing Them's cheek. "How do I know you all won't waddle back to your boss with my secret information?"

"We'd like to trust you know our loyalty lies with you before it does with the crown." Them gulped in a single, normal voice.

"Oh, darling." Him's body disappeared, reappearing with his right arm as the third claw that spawned. He was now floating inches from Them's face. "I can't tell you everything," The flamboyant demon leaned forward, kissing Them's cheek and triggering the green skinned creature to blush, "But you should know of two important things."

"Uhm..." Them was completely flustered. "And that is...?"

"I've got my sights on a girl named Roxie, and the Power of the Prophecy."

* * *

Diana Leeblossom used to live a pretty stress-free life, at least, for the most part. The only two men she was ever with either died too young, or left her too early, and she was a single mother of two for the entirety of Roxie's life. Despite those factors, she lived happy and without strain. The Fusion Invasion threw a solid wrench into the machine of her life.

The middle aged woman leaned against her kitchen counter, a landline phone pressed to her ear, connected to the wall by a spiral cord. With a full week having passed since the invasion, the woman was calling those closest to her, and checking on their safety. This would be no different from the previous days of the week, where she did the same thing with her loved ones.

"I'm just happy to hear you four are alright." Diana said softly into the phone. "I love you, mom." The sound of footsteps coming down the stairs echoed into the kitchen, revealing Roxie's presence before she even reached the kitchen. "Oh, Roxie, your grandmother's on the phone."

"Tell her I love her." Roxie gave a weak nod as she sat at the table.

"Yes, she loves you, mom." Diana said to the phone. "I'll call you later. Tell that puppy I miss him! Oh, ok. I love you too, buh-bye."

"They still ok out there?" Roxie asked her mom as she hung the phone back on the wall.

"Yeah, mostly." Diana leaned against the counter again. "Dad is having trouble keeping the chickens sane, and your cousin isn't dealing with the aliens too well."

"Ah..." Roxie sighed. "... The Mayor is going to be addressing the city again soon."

"Oh, yes!" Diana nodded to her daughter, moving to the open living room and flipping the television on. "I've already got the channel on. Should just be a few more minutes."

"Is Jasper here?" Roxie asked as she looked around the home. Diana shook her head.

"I believe he's cleaning up his apartment." Her mother gestured for Roxie to join her in the living room. "It wasn't destroyed, but it was ransacked a tad."

"... Well that's good." Roxie's cheeks flushed pink. "Cause I invited my boyfriend over."

"... Your boyfriend, huh?" Diana looked at her daughter questionably. "You never mentioned a boy before. Is an alien war really the time to worry about dating?"

"Oh my-" Roxie sighed as she put her palm to her face. "We were seeing each other before all this... Just quietly..." It was clear that Roxie was embarrassed by this talk. "Only the girls knew about him... And they aren't here now..."

"Oh sweetheart." Diana moved to hug Roxie, but was stopped by a knock on the door.

"I'll get it!" Roxie slipped away from the hug last second, dashing to the front door and opening it. Standing on the other side was a boy just a bit taller than Roxie. He wore grungy dark blue jeans, and a black shirt with his name plastered across the chest; 'MITCH ROCKS!'

"Hey, babe." the boy greeted in a rough voice.

"Mitch Mitchellson?" Diana asked herself, peeking around to see the boy at the front door.

"H-Hi, Mitch." Roxie lazily waved, stepping back to invite him in. "The Mayor's address is about to start."

"Nice of you to finally invite me over, toots." Mitch snickered fiendishly as he walked in. Roxie shut the door behind him. "What's up, Mama Leeblossom?"

"Oh, hello." Roxie's mother blinked at the hoodlum, then looked to her daughter. "I'll go watch the address upstairs..."

"T-Thanks, mom." Roxie seemed hesitate to have her mother leave. As her mother scaled the stairs, Roxie led Mitch to the living room couch, where the two sat.

"Are you gonna tell me what you've been up to since your friends died?" Mitch looked to Roxie, putting his arm around her.

"Uhm..." Roxie shifted in her seat, leaning away from the boy. "My brother and I went to the Academy, I told you. I haven't left home since we came back from that."

"You mean an alien like yourself isn't outside rompin' around with those bastards." Mitch laughed.

"Mitch, I'm not an alien-" Roxie said before she was cut off, Mitch's finger waving in her face.

"Shut up, babe, the dumb Mayor is on." he grunted, his attention moving to the television. Silenced, Roxie looked to the screen. The Mayor of Townsville stood at a podium on the screen, Dexter McPherson to his left, and a tall, ginger-haired woman to his right. Much like the last address Roxie saw, this woman's face wasn't in the shot...

"Good afternoon, citizens!" the Mayor gleefully greeted the viewer. "This is your Mayor speaking, here with an, uhh, an update! Yes, an update about the aliens!"

"Mister Mayor..." the woman's voice buzzed through the speakers.

"Ah, yes!" the short man adjusted his monocle before continuing, "As I'm sure you're all aware of, our planet is currently under attack by an alien menace we're calling Fusions. The giant pods you've seen scattered around are called Terrafusers, and they seem to be a source of the alien's infection. In order to ensure the safety of Townsville's citizens, DexLabs has stepped forward." The Mayor stepped to the side, allowing Dexter to take his place at the podium.

"Thank you, Mayor." Dexter replied with a soft nod. "I'd like to announce that in order to prevent the spread of the Fusion infection, DexLabs will being setting up barriers around heavily infected areas, effectively quarantining them from the public. I'd like to call these places Infected Zones, and should be avoided entirely by normal citizens."

"Infected Zones..." Roxie muttered to herself. Mitch glanced at her for a split second before his attention returned to the screen.

"DexLabs employees and DexBots have already been deployed to set up barriers around the following areas:" Dexter pulled an electronic smart tablet out, beginning to read, "Pokey Oaks Schools, Delightful Developments, Goat's Junkyard, the previous Mandark Industries location in Genius Grove, Eternal Meadows Memorial Graveyard, the entirety of Porkbelly, including the Nuclear Plant, and Charles Darwin Middle School. Only those that are part of our fight will be granted entry to these zones, but only when necessary. Unfortunately, these aren't the only areas that will need to be quarantined. DexLabs will provide further updates on which areas we've labeled Infected Zones as time progresses." Without another word, Dexter returned to his spot next to the podium, allowing the Mayor to take the attention again.

"Thank you, Dexter!" The Mayor's tone seemed too cheery for a situation like this. "Unfortunately, since both of Townsville's major schools have been destroyed, I'm calling for education to be paused, for the time being! Once everyone's safety is assured, we will see if we can start schooling back up."

"Mister Mayor..." the woman spoke again, this time handing the Mayor a paper.

"Ah yes, thank you, Miss Bellum!" the Mayor glanced at the paper before looking back to the camera. "The Plumbers are advising to not agitate the Fusions, and to stay in your homes when you can. It seems the creatures like to roam the streets, so our military and new soldiers have been hard at work to keep them contained. The Plumbers are also urging citizens to stay away from the forest and mountains to the north, as well as Townsville Park. We aren't aware of the damage to the north yet, and the Park has suffered incredible damage. It's just best to stay away from those areas."

"This is really happening, isn't it?" Roxie sighed. She relaxed, leaning herself against Mitch, who immediately pulled himself away.

"What's your problem?" he grunted.

"... We're really being invaded by aliens." Roxie sheepishly replied. "Places are being quarantined... Monsters roaming the streets..."

"And so what?" Mitch scoffed to the girl. "You're literally an alien, babe, you're not scared of this shit." Roxie blinked her eyes.

"Mitch, I-"

"You're one of them which makes you the perfect fighter. You know what they're thinking."

"Well, that's not-"

"I ain't got nothing to be worried about with my girl here to counter those bastards."

"Mitch!" Roxie yelled, aiming to not be interrupted again. "I don't like it when you call me an alien!" she cried out. "I'm NOT like them! I'm not a monster!"

"Don't be such a wuss, babe." Mitch snickered, putting his arm around Roxie and smirking. She attempted to pull away, but Mitch wouldn't let her. "You're not some evil space creature. You're, like, a good space creature. Like Tennyson."

"I-I..." Roxie's shoulders begin to droop. "I've never been to space, Mitch..."

"Oye." a third voice sounded in the room. Roxie turned her head to a sigh of relief.

"Jasper!" she cried out, her brother entering the room with his eyes locked onto Mitch.

"I thought I told you to start respecting my little sister, kid." Jasper growled at the boy, his fists clenched tightly.

"I'm not disrespecting her." Mitch sneered. "Right, Roxie?" He looked to Roxie's eyes, but his look wasn't reassuring. After a delayed sigh, Roxie nods her head.

"No disrespect here, Jas..." Roxie's head began to hang as she answered. Jasper crossed his arms, looking at the two for several silent moments.

"Whatever." the man spat. "I'm here to pick Roxie up, so beat it."

"Yeah, yeah, I know the drill." Mitch barked back, taking his arm off Roxie and standing up. "'Beat it before you beat me.' You wish you could beat me up."

"Is that why you always leave before I get to it?" Jasper seemed ready to throw a punch right there.

"Guys, guys..." Roxie sighed, standing up to pull their eyes her way. "Please just cut it out."

Mitch and Jasper adjusted their attention to the girl, both seeing the discomfort in her eyes. While Jasper's tense and buff demeanor immediately dropped, where Mitch continued to stay stiff, his arms crossed. Roxie's boyfriend sighed, stomping over to her and kissing her cheek. The boy quickly made his way across the living room afterwards, completely avoiding eye contact with Jasper.

"I'll see you later." he yelled out from the front door, slamming it behind him. Roxie immediately sat back onto the couch, sinking into the seat.

"Roxie..." Her brother sat near her. "I talked to you about this before."

"I'll deal with it, Jas." Roxie crossed her arms and pouted. "You're just going to give me the same speech as last time."

"Roxs, you're only sixteen..." The man leaned back on the couch, lifting his right hand to rub his temples. "You shouldn't have a boy like this disrespecting you like this at your age— or any age!"

"He's just..." Roxie paused, thinking to herself for a moment. "Aggressively protective...?" Jasper raised his eyebrow.

"Are you asking me if he is? Or telling me?"

"Telling you." Roxie's attention moved to the television. "I have bigger problems to worry about than my boyfriend."

"All I heard there was admitting that he's a problem."

"That's how boys are, Jasper!" Roxie threw her hands in the air, almost laughing. "They're overprotective! They can be mean!"

"If I treated my girlfriend like he treats you, Frankie would've beaten me to pulp forever ago." Jasper pulled himself off the couch, his fist clenched for just a moment. "Come on, we're getting you out of this house."

"I don't want to go anywhere." The teenager folded her arms across her chest again.

"Get up, Roxie."

Her eyes rolled, and a hearty sigh escaped as she stood. Shooting a glare at her brother, Roxie began to walk through the living room, exiting out the front door and taking up shotgun in Jasper's car, which was still modded out to mow through Fusions. Their mother creeped down the stairs, glancing to her son. He shrugged at his mother, moving towards the front door.

"Take care of her, Jasper." Diana quietly peeped. He nodded to her.

"It's the only thing I care about right now." he replied as he walked out the front door and closed it behind him.

* * *

The Wilds north of Townsville took quite a beating during the invasion. Surprisingly, the popular locations near the suburbs remained somewhat untouched. Both Camp Kidney and Acorn Flats were full of Fusions roaming the lands, but there were little Terrafusers populating the area. Even the hidden clearing near the creek where children hang out was left alone. The same could not be said as you venture deeper into the Wilds.

The Pimpleback Mountains used to be a hot spot for families and groups of friends who wanted to go camping, but the increasing Fusion population quickly changed that. In fact, in the week since the initial invasion, no campers came to stay. Only the owners of the campground remained in the cabins. Them, and of course the two young women who approached: Juniper Lee and Gwen Tennyson.

The latter fixed her short, ginger-bobbed hair as they step across the dark grass and damp dirt. She was a Plumber, and adventured with her cousin, Ben Tennyson, for years utilizing her Anodite powers as Lucky Girl, but for some reason, fear coated her emotions. Maybe it's because the 16-year-old had taken a break from fighting aliens to attend college, but it wasn't like she hadn't dealt with life threatening aliens before, so what was different? She stopped walking, reaching up and adjusting her glasses.

"Gwendolyn...?" Juniper asked, stopping next to her friend and placing a hand on her shoulder. "You feeling ok?"

"I should be asking you that, June." the ginger replied, turning to her with a faint smile. "You've never been... anywhere... before."

And unfortunately, Gwen wasn't wrong. Juniper Lee inherited the power of the Te Xuan Ze from her grandmother, being empowered by the Magical Elders that watch over the magical realm of Earth. With great power, of course, comes great responsibility — along with great consequences. Under the mantle of Te Xuan Ze, Juniper is subjected to never leave her home of Orchid Bay in order to protect the strong magical energies there. Knowing the Fusions were a great threat, the Magical Elders allowed Juniper to make a deal with the Grim Reaper, allowing her to leave Orchid Bay to fight in the war... But you know what they say about dealing with the devil...

"I'm fine!" Juniper answered quickly, sharing the small smile Gwen held. "It's an adventure, Gwendolyn! I haven't left home in 21 years... That's my entire life!"

"I can't imagine what I would do if I was stuck in Bellwood all my life." Gwen trailed off, beginning to scan the area. "I, uhm, I didn't know who else to ask about this. I don't exactly have many magical mentors."

"It's all good, Gwendolyn!" Juniper started to look around just as her friend did. "It's about time I put my powers to use outside of the Bay! Now, we're looking for a book, right?" Gwen nodded in reply.

"Ben and I have fought against an uncle-niece magical duo many times before, so I've ended up with some trashed spellbooks from them." Gwen started to explain. "One of them piqued my interest, detailing an all-powerful force that's meant to protect the planet from any harm. Not much else was said, but that the power is kept under a series of locks, and that we'll need the Book of Prophecy to even consider unlocking it."

"The Book of Prophecy!" Juniper giggled at the name. "Sounds so fancy. What makes 'ya think it's somewhere out here?"

"Ever since the Fusions arrived, I could just feel this power radiating from the mountains." Gwen's gaze scanned upwards, looking to the peaks of the Pimpleback. "Something much greater than what's normally on Earth. I figured you're more powerful than I am-"

"Say no more." Juniper grew a wicked smirk, stretching her arms out and cracking her knuckles. "My entire life has literally been leading up to this moment." She took a deep breath, closing her eyes and her face growing expressionless. Her eyes opened, glowing with a faint pink light as the woman looked around the foot of the mountains. She blinked once. Then another time, the glow on her eyes fading until Juniper looked normal again. She pointed towards a cabin usually used by campers. "There."

"... It's that easy?" Gwen asked, looking to the cabin with confusion. "There shouldn't be anyone in these cabins right now..."

Almost as if on cue, the door to said cabin swung open, out stepping a young blonde girl. She looked a little rough, dirt on her face and clothes as well as in her hair. A smile rested on her face, her bucked front teeth on full display. The smile faded at the sight of the two young woman standing nearby. Both Gwen and Juniper watch the girl in confusion, that is, until Gwen realizes what the mystery girl held in her arms.

"June!" Gwen whispered. "I think that's it."

"The Book of Prophecy is just hanging out with some twelve year old...?" The Te Xuan Ze scratched the back of her head. "Seems like things really are the same all over the world, huh?"

"Who are you two!?" the young girl called out, clutching onto the book in her arms.

"Um, hello!" Gwen quickly called back, making up her words as she went. "My name is Gwendolyn, sweetheart, what's yours?"

"May." the girl replied, very matter-of-factly. "May Kanker."

"It's nice to meet you, May." Gwen took a step forward. "It's dangerous out here with the Fusions. Are your parents nearby?"

"I'm not falling for it!" the girl, now named May, spat back. "Lee and Marie don't understand this real type of love I have for my Ed!"

"Wha...?" Juniper's eyebrow raised lightly.

"Are those your parents...?" Gwen really wasn't sure where this conversation was going.

"Ew, no-uh!" May stomped around on the deck of the cabin. "They're my ugly sisters who are dumb! You heard that? DUMB!"

"Caring family." Juniper snickered.

"May, honey, what book are you reading?" Gwen asked in attempts to get back on track. "Did you find that here?"

"It's my magic book." May seemed to clutch onto the book tighter. "Marie gave it to me because she couldn't get it to work."

"Get it to work...?" Gwen shook her head. "May, what are you doing with that book?"

"I'm becoming Queen of the Jungle!" May shouted, the air around them falling silent. A chorus of monstrous roars followed, triggering all of the girls' faces to sink.

"May, we really need you to give us that book!" Gwen pleaded, starting to walk up to the cabin. Juniper followed with her back turned, watching the land behind them.

"Forget it!" May stuck her tongue out at the girls. "I'm makin' my love potion and you can't stop me!" She hopped over the railing of the deck, beginning to dash off. Gwen turned to start following, only to see a crowd of bears making their way towards her and Juniper. Closer examination revealed these bears to be Fusions with chainsaws for limbs.

"You've got to be kidding me" Juniper sighed. "Chainsaws for arms? What kind of aliens are these?"

"Not the good kind." Gwen said, stepping next to June. The girl's skin was now purple in color, and seemed to glow along with her bobbed haircut, which also turned purple. Waving her hand across her face, a mask magically appeared, and her eyes glowed through the holes to complete her Lucky Girl appearance. "We've got to make sure they don't do any damage to the campgrounds, or May."

"Got it." Juniper cocked her head to the side. "You want to give me some cover?"

"Yeah, just be careful!" Gwen nodded, using her Anodite powers to create a pink wave of energy to stand on and hover into the air.

Juniper Lee shook her hands, gazing at the five Fusions rampaging towards them. In the blink of an eye, Juniper took off at an unimaginable speed, almost making Gwen feel like she just saw XLR8 run by. One of the Fusion bears was knocked back in a cloud of smoke, which dissipated to reveal the Te Xuan Ze with her arm outstretched in a fist. The Fusion she hit doesn't even try to get back up, and reverts to Fusion Matter to sink into the dirt. The four other Fusions continued to run forward, unbeknownst to the superpowered woman behind them.

Gwen spoke quietly to herself, reciting a spell that summoned an array of magical pink missiles. A wave of her hand brought the ammo barreling down at the Fusions, striking one of them head on and killing it instantly. The other shots rocketed past and blasted into trees and shrubbery. One of the runaway missiles shot back into the air, however, at the control of Juniper. She waved her hands to direct Gwen's magic bullet around, and right into the back of one of the remaining monsters. It cried in pain before reverting to Fusion Matter like the rest of its fallen brethren. The single Fusion remaining slowed down, now noticing that it was the only one left.

"That was so cool!" Juniper cheered from the battlefield, amazed by the trick she pulled off. "Gwendolyn!" The woman was now screaming, "Did you see that!?"

"Celebrate later, June!" Gwen called out, piloting her magical hoverboard down so she was closer to her friend. "Can you handle this last one on your own? I'm going to see if I can find May and the Book."

"Psssshaw!" Juniper laughed like Gwen just told her the funniest one-liner. "I got this. You go get that book, girl." She grinned before tightening her fists and taking a battle stance.

Gwen gave a firm nod, taking her magical lift up over the campground. She prepared to scan far and wide, but despite an examination the area, Gwen couldn't see the girl going anywhere but the opposite of the way the Fusions came from. Opposite of where they came from was a single path leading up the mountain, and into a mine shaft. She took one more moment, scanning the area to make sure May didn't actually run off in a different direction, but decided that the mine shaft was definitely where she should look. She piloted herself to the entrance, stepping onto the ground as her construct faded from existence. She lifted her hand, which was now surrounded by a ball of light in order to light the way.

"May!?" Gwen called out as she stepped deeper and deeper into the cavern. "It's not safe, May, we need to get you to safety!" Surprisingly, Gwen noticed that her light wasn't needed the deeper she got, soon waving it away to realize there was a glow coming from, what she could only assume was, the end of the tunnel. Running forward, Gwen found herself in the heart of the mineshaft; in the Crystalline Caverns. Shards of crystals, both dull and extremely sharp, littered the walls of this tall cave, with another huge crystal growing in the middle of the mess, spreading to the ceiling of the cave. Somehow, the crystals were even floating around the larger ones. As the girl's eyes peered upwards, she saw the small blonde girl jumping from crystal to crystal. "MAY!?"

"Ugh..." The blonde sat atop one of the floating crystals, peering over the edge to the glowing purple girl on the ground. "Why can't you leave me alone!?"

"Do you not understand how dangerous it is out here?" Gwen nagged, creating another magical construct under her so that she could float up to the crystal where May sat. "What happens if you fall? What if I wasn't here when those Fusions showed up?"

"Nag, nag, nag!" May rolled her eyes, turning away from Gwen and holding onto the book. "You're worse than Double D..."

"Just..." Gwen sighed heavily, allowing her shoulders to hang. "I think you have the book I'm looking for."

"So?" the girl's head snapped around to look at Gwen.

"... So...?"

"So what?!" May pulled the book away from her chest, looking at the intricate design on the cover. "Go buy your own if you want it so bad!"

"... It's The Book of Prophecy..." Gwen said, sighing.

"The who'sit what-now?"

"The Book of Prophecy." Gwen stepped onto the crystal with May, her magical hoverpad fading as her shoe lifted from it. "I'd buy another copy if I could, but it's an old and magical book."

"Well then, how did my sister get it?" May opened the book in her arms, flipping through the pages.

"Your guess is as good as mine." Gwen took a step closer, glancing at the pages. "That cover, the ancient language there. I don't doubt that this book could probably stop the Fusions."

"I only wanted this." May said, flipping to a page that had the corner folded over. She reached up, grabbing the page near the spine and ripping it clean out of the book. Gwen's jaw dropped at the sight. May didn't pay any mind to her though, simply closing the book before turning around and handing it out towards her. "You can keep the rest."

"... You just ripped a page out of text that could be thousands of years old." the Anodite-powered girl sighed.

"Chill out, Lucky Girl," May held out the page, reading it over. "It's just a love potion." Gwen reached out and took the book from her hands, her appearance shifting back to her normal human look, with pale skin and orange hair. Her mask also reverted into her glasses.

"It's Gwendolyn." she replied calmly, holding the book to her chest. "It's just a love potion...?"

"Uh, duh!" May turned the paper so that Gwen could read it. "I can read English dummy!"

"I see..." Gwen was surprised to see this page was mostly in English. She pulled the book from her chest, flipping through the pages to discover tons of pages that also have English written on them, as well as multiple other languages. The girl thought for a moment, wincing before she spoke. "Maybe we can make a deal, May?"

"I already gave you the book!" the young girl whined.

"You can keep that page as long as you also keep my secret about being Lucky Girl." Gwen had a feeling she'd regret this later.

"I wasn't gonna give you the page, or tell anyone anyways." May pouted, crumbling the paper up and stuffing it into her pocket. "So deal."

"Ok, deal." Gwen actually managed to crack a smile. "Now please let me help you down."

"Whatever." May rolled her eyes. Gwen created yet another construct to stand on, using it to carry the two to the dirt on the floor of the cave. Just as they landed and Gwen's construct disappeared, Juniper Lee walked into view. Her shirt had a hole burnt through on her right shoulder.

"Oh sweet, we've got perfect timing!" Juniper cheered, pumping her fist into the air in triumph.

"Guess so." May scoffed, walking up to June with Gwen. "I'm going now."

"Wait, May-!" Gwen reached her hand out for the Kanker girl, but she had already taken off, dashing through the cave leading to the entrance of the mineshaft.

"This is a neat little place!" Juniper exclaimed, looking up at the crystals surrounding the cavern.

"June... You ok?" Gwen nodded to the mark on her shoulder. The Te Xuan Ze shrugged.

"Didn't realize that Fusion Matter goop burns. Just a little mark." Juniper's smile seemed larger than ever. "No big deal, but I wish you could've seen it!"

"I was busy getting this." Gwen held up the book with a sigh of relief. "The girl ripped a page out though."

As she lifted the Book of Prophecy, the spine of the book began to glow, revealing a series of runes down the side of the spine. At the same time, an obelisk slightly taller than the girls began to glow next to them, and with the same runes that glowed with an orange light on the book's spine. Several more runes and markings began to glow on the stone pillar. In an instant, both the book and obelisk turned from an orange light to blue. The girls look to each other, and then back to the totem. The light faded from the totem, darkening the color of the stone until the glow of the crystals was the only light to fill the cave.

"I don't supposed you know what that means, do you?" Juniper asked, her eyes glued to the obelisk.

"I, uh..." Gwen opened the book, frantically flipping through the pages. "I don't know." She turned to a page with several pictures of the same obelisk, the first one on the page being filled in with color. The text at the bottom looked similar to the runes that appeared on the book's spine and the pillar. "I... I'll have to figure out how to translate this page..."

"What even is this thing?!" Juniper looked in awe at the obelisk, reaching up and using her finger to trace the markings. "Funny, this one kind of looks like a dog! And this one is probably a bear!"

"The lettering on there." Gwen's finger scanned the pages of the Book of Prophecy. "At least we know whatever this thing is connected to the book. We should head back into the city and start looking into this."

"I guess." Juniper shrugged. "But not the Bay!"

"Not the Bay." Gwen snickered, closing the book and looking at her friend. "Let's go."

The girls gave each other nods of agreement, turning on their heels to walk into the tunnel leading back to the beginning. However, there was still someone else behind them, hanging around in the Crystalline Caverns unbeknownst to the three different girls who entered. Sitting at the top of the large overgrown crystal towering in the middle of the cave was the yellow horned, green demon known as Them. The creature blinked out of existence, reappearing floating right next to the darkened obelisk. They reached out, their clawed fingers scrapping along the stone slowly, and a scowl setting in on their face.

"Someone else found our Book."

* * *

_12 March 2044_

Roxie jolted to life, awakening on the couch in her brother's living room, cuddled under a heavy blanket. She peered around the dark room. Jasper's apartment in the transitional area of Townsville known by the locals as City Point, was pretty small, with just this living room paired with a kitchen along one wall, and Jasper's bedroom. Roxie could see right into his room from where she was, her brother asleep in his bed. The television in front of Roxie was still on, but only displayed a blue screen. An open pizza box and horror movies on DVD littered the coffee table.

The girl sat up, rubbing her eyes and adjusting the blanket. Her brother treated her to a night of junk food and stupid movies in an effort to lift her spirits. In fact, he planned to do this before even seeing Mitch with her. Roxie must've passed out before Jasper, as she didn't have the blanket last she remembered. She looked to the analog clock on Jasper's microwave. 4:34 AM. She couldn't have been asleep for that long... right?

Her eyes blinked. Among the DVDs and junk food on the coffee table was Jasper's cellphone. She reached forward, snatching it up and holding it to her face. Before the invasion, Roxie was like any other typical teenager and was active and popular on social media. She hadn't checked her socials since the collapse of her school, her own phone being lost in the rubble, so it wouldn't hurt to check in from Jasper's phone. Roxie opened up a photo-sharing app, logging him out of his account in order to log into hers.

Ouch. She was wrong. It did hurt. She's immediately flooded with notifications of various comments and messages from other surviving students, as well as people she barely knew, and even complete strangers! Condolences for her losses. Asking about her safety. Everything just reminding Roxie of the massacre she was in the middle of. A deep sigh escaped her. She put the phone back on the table, and Roxie sat with her eyes closed for a moment. When they opened, tears began to fall. For a good few minutes, Roxie sat on her brother's couch and cried. It was the first time she was alone with her thoughts and genuinely sobbed over the loss of her friends. Over the loss of everything in the past week.

Her somber emotions were cut short by a low rumble that sounded like it was passing over the apartment building. The room fell back into silence, with only Jasper's light snores sneaking into the living room. A second rumble passed overhead. Roxie fully pulled the blanket off herself, putting her bare feet to the carpet and walking over to the window. She used one of her spiderlegs to push the blinds to the side, revealing the quiet, early-morning Townsville beginning to come to life. Seven stories up, Roxie could really see a majority of the city stretch into the horizon... And see the armada moving through the sky above. A third rumble shook the building, triggering Roxie's eyes to peer upwards and see an army of goopy, winged Fusions soaring above them. In the distance, she saw several objects fall from the sky, landing somewhere south. Smoke began to billow up from that location as more and more Fusions cross over head.

"Shit!" Roxie yelled out loud, pulling her spiderleg back and letting the blinds fall back in place. "Jasper!" she screamed, stumbling across the floor and nearly falling into his bedroom. "Wake up!" The man doesn't even stir. She pulled herself to his bed, pricking his chest with a spiderleg. "Jasper!" The man's eyes shot open immediately wincing at the small poke.

"What the hell, Roxs!?" he sleepily muttered, pressing a hand to his chest. "I'm sleeping!"

"Jas, there are Fusions everywhere!"

"Probably because they're invading the entire world." Jasper grunted, pulling his covers up over his bare chest. The rumbling cries of the Fusions shook the building again, this time paired with shrill screeches. Jasper's eyes open fully.

"So you're going to sleep while they destroy the city, good plan." Roxie rolled her eyes, moving to the window in the bedroom and pulling one of the curtains to the side. "I've been awake for, like, five minutes. This just started." Her brother ripped the blanket off of himself, revealing he was only wearing sweatpants. He stood up, looking out the window next to Roxie.

"Holy shit..." he muttered.

"Look over there." Roxie pointed her finger and a spiderleg in the direction of the rising smoke. "It looks like they're attacking that spot only."

"Damn it." Jasper wiped his hand across his face. "That's where the Spaceport is. Where the hospital is." He left the window, opening his closet and pulling out the pink armor he wore in the Academy.

"What are you doing?" Roxie asked, letting the curtains close.

"Doing what we signed up to do." he replied, pulling the plate leggings over his sweatpants. "Where's your suit?"

"A-At home! Wa- Wait!" Roxie scrambled over to her brother. "You can't go over there! Are you crazy?"

"Isn't this what you wanted, Roxie?" Jasper reached into his closet and pulled out mix-matched socks for his feet. "They're attacking us, just like they did last week." He slipped his feet into the plate boots. "But we're prepared this time. You're prepared this time."

"Ho- How do you know that?" Roxie opened her mouth to keep speaking, but the screeches from outside cut her off. "... Shit... Shit! Ok, fine!" One of her spiderlegs pointed towards the living room, shooting a web and pulling her shoes to her. "We can't go home and get my armor."

"Let's hope they'll have something there." Jasper completed equipping his armor. He then grabbed his weapon from the closet.

The siblings began to rush out of the apartment, scrambling down the halls and to the stairwell. Several cries of fear came from residents of the building, and many people were evacuating their homes. The two reached the ground floor, taking to Jasper's modded car in order to take themselves south. The full view of the sky was terrifying, Fusions flying on other Fusions from the North. As they neared, Roxie realized the objects she saw falling from the sky were Terrafusers, and more continued to descend upon the Offworld Plaza.

Ever since the Plumbers went public, there had always been rumors that their top secret base was located directly under the Spaceport. It did make the most sense for an organization that deals with aliens and space would be stationed in an area where accessing the cosmos wasn't too hard. There was even a rumor that the villainous Vilgax was being held underneath the Spaceport. The only other place of note in Offworld Plaza was the Buttercup Memorial Hospital, renamed only eight months ago to honor the lost Powerpuff Girl. This morning, however, the plaza was a place of complete and utter terror.

Roxie glanced to the analog clock on Jasper's dashboard. 5:09 AM. To her surprise, it seemed the area was already populated with Plumbers and Kids Next Door agents fighting the forces of Fuse's attack. It also seemed like the fountain outside of the hospital was where Earth's forces set up shop as Plumbers and DexBots filled the area, so Jasper parked his car nearby. Stepping out of the car brought the attention of familiar faces, including Rook Blonko and Dexter.

"Roxie Leeblossom...?" the head of DexLabs questioned at the sight of the unarmored blonde girl. Jasper looked between the two as they approached.

"You know the smart kid?" he asked his sister.

"Dexter." Roxie gave the genius a small wave. "We were in grade school together, you know, before he tested out of, like, everything."

"This is no place for you." Dexter said firmly. "Do you not see the all out attack?"

"Why do you think I'm here?!" Roxie barked at the boy. Pink and blue light streaks signified that the Powerpuff Girls rocketed overhead and into the mess at the Spaceport. "Just slap a bulletproof vest on me and toss me a gun."

"She is correct, Dexter." the Plumber Rook exclaimed nearby. "Roxanne Leeblossom was one of the first wave of recruits at the Academy." Roxie smirked at his words, shooting a thumbs up at the feline-like alien. Rook shared both the smirk and the thumbs up, but Dexter could only roll his eyes.

"It's not smart of you to come unprepared." The boy genius rubbed his eyes under his glasses. "There was absolutely no hint from the Fusions about this assault... gah- It's too early for this!"

"Miss Leeblossom, we can outfit you for battle over here." Rook called to her, ushering her over.

Before she even made it to him, an explosion rang out from the Spaceport. One large structure tumbled to the ground as they turned to look. Jasper wasted no time, turning on his heel and dashing down to join the Earth's army. Roxie, stupidly, didn't even take the time to get herself in some armor, simply grabbing two of the guns Rook had available, and then using her spiderlegs to swing herself into the action. Landing in the thick of it, Roxie wasimmediately targeted by an energized Fusion, protected by a KND operative who shot it dead before it could reach her.

It actually looked like many of these Fusion monsters were electrified, as if they were pulling from the power of the area itself. She looked above herself to the structures towering around the Spaceport. She saw Blossom standing atop a spaceship, punching through the Fusions and emitting powerful lasers from her eyes. Next to the spaceship was another large structure, and atop this one was a pale Samurai using his sword to cut through Fusions like it was nothing. Near him was a large, orange creature retaliating against the Fusions. Closer examination revealed the Omnitrix symbol on the creature, making Roxie realize it was Ben Tennyson's Gravattack. He lifted his giant hands up, causing all of the Fusions around him to float into the air as if they were no longer affected by gravity.

Roxie's gaze drifted to the side, noticing a single KND operative near Gravattack. She seemed to be doing well, blasting away the Fusions that aimed to down her, but it was clear the operative didn't expect so many creatures. At the sight of more Fusions turning their sights on the girl, Roxie took a deep gulp, aiming her spiderlegs upwards. The tips shot four strings of sticky spider webs, which attached to the side of the structure. Her spider legs began to retract the webs, and in turn, pulled Roxie off the ground and up towards the top of the Spaceport. She didn't dare to look down, instead she lifted the two pistols she stole from Rook and shot at several of the Fusions approaching the KND operative.

"Watch your back!" Roxie cried out to the girl. The operative saw Roxie, giving her a nod and continuing to ward off the attack. If only she had looked at Roxie for one more moment...

A sudden and sharp pain shot up Roxie's right arm. Her grip on the gun in that hand loosened, dropping the weapon and turning her head to see the issue. Clasped around her wrist was a slimey, green hand, burning her skin. The hand was connected to a Fusion monster, one that mirrored the Samurai she saw previously. Despite the green Fusion Matter skin that lacked a mouth, the monster's clothes was the same as the Samurai's but with inverted colors along with two red glaring eyes that cut into Roxie's soul.

The creature held Roxie's arm in the air, lifting her feet from the ground and continuing to blister up her wrist. The hybrid girl screamed for dear life, especially at the sight of the large Fusion sword the creature held in it's opposite hand. It began to swing the sword upwards, aiming for Roxie's neck before the creature was blasted by fire from the sky! It unleashed a furious roar despite not having a mouth, and dropped Roxie atop the structure. The KND operative Roxie saved began to shoot her weapon at the copy, and Gravattack started to notice the commotion as well. Roxie's eyes peered upwards to see a Pyronite hovering above her.

"A Pyronite...?" Roxie thought to herself. At first she assumed it was Ben taking on his hero form of Heatblast, but the Omnitrix wielder was already in the form of a Galilean, and was using his abilities to lift the Fusion Samurai from the structure. The Pyronite swooped down, picking up Roxie in his arms. Despite being made of flame, Roxie felt no heat or sustained any burns besides the one the Fusion gave her. He lifted her into the air, parting from the Spaceport as the real Samurai arrived to battle his copy. The Pyronite landed by the fountain outside the hospital, helping Roxie to her feet.

"Yo, we've got a burn!" the Pyronite called out, triggering Dexter's attention, as well as Rook's. A small sheep also turned his attention towards Roxie.

"Miss Leeblossom!" Rook rushed over, looking Roxie up and down. "Departing for battle in street clothes is incredibly unwise, Miss."

"Are you stoooopid!?" Dexter yapped as he reached the crowd. "I am not trying to add to the causalities we've already suffered the past week."

"Baa." the sheep bleated, beginning to tend to Roxie's wound as he approached.

"I saved a girl up there!" Roxie spat back at Dexter, pointing back towards the raging battle on the Spaceport. "There would've been a dead girl up there if I wasn't there!"

"She did give a bunch of those Fusions some nasty head wounds." the Pyronite chuckled. His flame suddenly died, revealing a normal dark-skinned human boy. Roxie's brow raised at him.

"You're human...?" she muttered at the sight.

"More like a hybrid." he replied, making Roxie perk up, along with her spiderlegs.

"Me too." a soft smile spread across her face, but was broken quickly.

"Dexter!" Blossom's voice rang through a communicator Dexter held in his hands. "There is an entire copy of Jack up here! Just like one of them!" Everyone looked to each other, including the sheep. The genius raised the communicator to his mouth.

"A Fusion Samurai Jack?" he questioned.

"He knows Jack's every move!" Blossom shouted through the device. "Jack is fighting it now, but they seem pretty evenly matched. And the Fusions just keep comin-!"

Blossom's voice cut off, followed by an explosion from the Spaceport. The group whipped their heads around, witnessing the structure Roxie was on top of blow into smithereens. Gravattack was seen rocketing out of the blast, smashing into the wall of another structure and reverting back to Ben Tennyson in a flask of light. The boy started to fall again, but was picked up by a blue light.

"Dexter, I think we might have to-" Blossom's voice came through the com.

"We need to pull back." Dexter sighed into the mic. "Damn it!"

"It would be best to avoid any further injury to our forces." Rook added with a nod. "Or causalities."

"Blossom, pull back. Get everybody to pull back." Dexter ordered into the com. "I have a plan, but we must retreat first."

"I will relay the orders to the Plumbers and Kids Next Door operatives." Rook said, parting ways from the group.

"What plan could you possibly have?" Roxie asked, the sheep beginning to wrap up her wrist after applying medicine.

"We might be losing the Spaceport, but we are not going to lose that Fusion copy." Dexter grumbled. "Prepare the barriers! Get people to safety!"

Dexter rushed off, tapping vigorously on the communicator. Looking at the Spaceport was a disaster, the Earth's army moved away from the collapsing Spaceport. Several soldiers atop the tall structures of the Spaceport fell or were knocked off, only to be saved from becoming ground soup by a streak of pink light. The previous blue light shot right over to Roxie and the Pyronite hybrid, dropping Ben next to them. Roxie looked to the light, revealing Bubbles.

"Bubs!" Roxie called out. "Jasper is still out there!"

"I'll get him, Roxs." Bubbles replied with a nod. "Just stay here." She rocketed off again into the crowds.

"Ben...?" the Pyronite hybrid sighed at the sight. Ben didn't look too hurt, but his black green t-shirt with the number ten plastered in the middle was full of dirt, and the boy's hair was mess.

"I'm good, Alan." Ben grinned lightly, standing up straight. He smirked at Roxie, nodding to her. "Hey, Spidermonkey."

"Funny." the girl sneered at the Omnitrix wielder. The light trail of Bubbles returned for a moment, depositing Jasper next to his sister before taking off again.

"Whoa, hey!" Jasper yelled out towards the fading light streak. "Rude!" Roxie scowled at her brother, using her free left hand to punch her brother's armor.

"Asshole!" she barked at him. "You left me here! Look at what happened!" She gestured to the sheep mending her right wrist. The animal looked up to the group with a shrug.

"Baa."

"Oh, Roxs..." Jasper dropped his weapon, hanging his head as he pulled his sister into a hug. "I- I messed up! Heat of the moment." Roxie doesn't return the hug, simply staying pressed against his armor.

"It's whatever, I got more done than you anyways." Roxie grunted.

Yet another explosion echoed through the air, this time coming from the large spaceship stationed inside the Spaceport. The Samurai, whom Roxie now knew as Samurai Jack, leaped from the debris to safety. This sight made Dexter grinned, stepping forward and calling out an order. At his command, the pink and blue light streaks of Blossom and Bubbles headed to the fountain safezone, but quickly rocketed back to the Spaceport. The Powerpuffs splitted up, flying along the perimeter of the space station and leaving behind these strange, blue orbs that hovered in the air where they were left. As soon as the Puffs flew away from the Spaceport, Dexter pressed a button on his fancy communicator, triggering each floating orb to open up, emitting large protective barriers to surround the station. The roars of the Fusions died down after most of them are trapped within the barriers.

"The Offworld Plaza Spaceport is officially an Infected Zone." Dexter dejectedly announced to those around him.

"Baa!" the sheep bleated, having finished bandaging Roxie's wrist up. The small animal trotted off to the next injury, beginning to treat them.

"Infected Zone... Like the schools." Roxie muttered, Jasper's hug loosening.

"So, is that it?" Jasper asked around. "We lost?"

"We lost the battle," Ben sighed. "Not the war. It's just a minor setback... Thankfully the Plumbers aren't based out of here anymore."

"So it wasn't a rumor!" Roxie exclaimed. "Is Vilgax in there too?"

"Plumbers haven't had their base of operations here in years." Ben laughed. "I didn't even have the Omnitrix yet."

Roxie stayed silent, not really knowing what else to say, or really wanting to talk to Ben. She glanced around the area, viewing the Plumber and KND soliders walking off to their airships, taking care of the Fusions that weren't trapped inside. The sun's light began to shine on the world, turning the dark sky into a soft orange. The hoards of Fusions that once populated the skies were gone, but the giant Planet Fusion still loomed over them in orbit. It had to be almost 6 o'clock AM. Jasper scratched at his neck.

"Let's go, Roxs." he said to his sister.

"You know what...?" Roxie stood her ground. "I think you can go alone."

"C'mon, Roxie, I'll just drive you ho-"

"No!" Roxie barked. "You go by yourself! That way you won't leave me again!"

"... Rox-"

Jasper couldn't even finish his sister's name before she uses her alien limbs to shoot webs at the top of the hospital and pulled herself away. Leaping up to the roof, Roxie sighed, walking along the ventilation. She turned, looking to the now walled-off Spaceport, and the many Fusions lurking inside. She even noticed the eerie form of the Fusion Samurai, albeit for just a short moment. Her view was suddenly blocked, the Pyronite boy engulfed in flames and floating in her line of vision.

"Hey." he said with a wave. Roxie turned around, pressing her back against one of the vents feeding out the roof.

"I'm not coming down for him." Roxie growled. She heard the sound of the boy landing on the roof, and lose his flames.

"He knows that." the boy shrugged, walking over to her. She slid down the vent as he approached, taking a seat next to her.

"So then what's up?" Roxie asked, looking onward at the sights.

"Well, he's not going to leave until he knows you're safe," the hybrid boy shrugged again. "But I figured you don't want to hear someone come up here and plead for you to come down."

"Why are you here then?"

"Honestly, I was interested by what you said." he smiled at her. "And those Arachnichimp legs." Roxie blinked, turning to look at him. "You said you're a hybrid, yeah?"

"My dad was half-Arachnichimp, my mom's a human." she muttered. "Technically that means I'm only a quarter Arachnichimp, it's just easier to tell people half and half."

"Oh, born like that?" the boy questioned. "I was going to ask if you were like me."

"Like you...?" Roxie's brow rose. "Were you not born like that?" He shook his head.

"I was kidnapped when I was young and was made into this." he explained. "A defective group of the Plumbers called the Rooters. They're no threat anymore, but it's still a bad time to think about." The two share a moment of silence. "I'm, uh, Alan Albright," he introduced, reaching his hand towards her. "By the way."

"Roxie." She took his hand and shook it lightly. "Leeblossom. Glad to know I'm not the only one with an odd last night."

"Glad to know there's more people like me out here." Alan smiled. "You know, like, real people like you. Not manufactured like I was."

"You're just as real as I am, dude." Roxie laughed. Whoo-hoo! Positivity out of Roxie! "Who cares if you were made a hybrid? You looked like you could handle those abilities better than Tennyson does when he takes on that form. Hell, you saved me from that Fusion thing... Thanks for that, by the way."

"It's no problem, Roxie." Alan looked to the horizon. "You're a hero. You would've done the same if it was me, just like you went in there to save that Kids Next Door operative."

You're a hero.

It wasn't that she didn't appreciate Alan's kind words. She did more than she could express, and she had never actually been able to sit down and talk to somebody like her. But being called a hero? No. No way. Roxie wasn't a hero. Even after her pep-talk in the Foster's bathroom a week ago, where she proclaimed herself as a hero. How could someone who's too overcome with fresh emotional wounds be a real hero?

"Thank you." she smiled. "It means a lot to hear that after everything that's happened."

"Especially with aliens threatening us all," Alan sighed. "I think people like us should stick together. Show 'em that Earth's got aliens too and we're not letting them join us!"

"... You're pretty cool, Albright." Roxie smiled.

"You're pretty cool too, Leeblossom." Alan replied, a slight blush setting in on his cheeks. "I'd hate to be the one, but can I take you down to the fountain? Just because everyone is worried."

"Yeah, yeah." Roxie snickered. "I appreciate this, dude. This talk, even if it's short and sweet. That's all I needed right now, I think."

"I'm glad I could be of service." Alan grinned, pulling himself up. He reached down towards Roxie, ready to help her help. "But you'll also have to hang out with me sometime. Like real friends." Roxie playfully rolled her eyes, taking a moment before grabbing hold of his hand.

"Deal."

**Notes for the Chapter:**

> Reviews are greatly appreciated, positive or negative!
> 
> I hope everyone will enjoy the canon FusionFall storylines I'm introducing to the Roxieverse, such as the Book of Prophecy mission saga. I'll be taking some creative changes with how things plan out, but I didn't think I would be doing the FusionFall world justice by excluding so many great plots that are already in the game! Besides, the writing done by the OG Devs for the original game isn't all that great. Or consistent.
> 
> As always, you can always message me here or on Discord with questions, comments, and/or concerns. You can also view the continuity of all shows represented in this canon in the footnotes of the first chapter.


	5. Forsaken Casualties

**Notes for the Chapter:**

> Remember in that last chapter when I very confidently said this chapter would be up by the end of August? That was really funny, wasn't it? Goes to show that I should never adamantly insist on a release date again.
> 
> It's December 2019 at the time of writing this, (and January 1st 2020 at the time of posting!), so I'm a couple months later than expected, but even through my busy schedule I finally found the time to start writing again! Back in September, I entered a small piece to the Summer Art and Writing Contest on the FusionFall Universe forums, and what do ya' know? I won! I'm really glad to be one of twenty(-ish?) people to own the Pencil Pack in game and rep my story! My winning entry, Shipwreck'd, is canon to my "Roxieverse," so please feel free to check it out on both the forums and here!
> 
> FusionFall Retro has received many updates since the last update to this story, including new vehicles, more bank space, part one of the Time Squad content update, and two seasonal events! It was also announced that Retro will be receiving an expansion featuring four new levels and two new areas in the next year! You can learn more about all of this on the FusionFall Universe forums!
> 
> Sorry again for the wait, so let's start this chapter already. Special thanks to THE Magtongen for proofreading this chapter!

_ 14 March 2044 _

It really seemed like nothing was going right for Earth's forces in the past handful of days. The invading Fusions grew stronger with every passing minute. The longer these aliens spent on Earth, the more they adapted to the land. Adapting to the natives... Within the two days following the Spaceport becoming an Infected Zone, five more locations suffered the same fate.

The Sunny Bridges Auditorium in Marquee Row fell to the Fusions the same day as the Spaceport, much to Dexter's dismay. Only a few minor injuries occurred on our side, but it still wasn't enough to save the auditorium. There had been no word from the auditorium's namesake, the famed Sunny Bridges, about his thoughts on the matter. Probably too busy protecting his music class in the next town over.

Galaxy Gardens was always known for its rich and fertile soil, despite being directly next to the heart of the Technology District. It was less commonly known for housing Lakewood Plaza outside the Tyrannical Gardens. While the Plaza was a typical hang out spot for superheroes collecting POW Cards, none of them were prepared to fight off the Fusions who ambushed the Tyrannical Gardens, leading to its demise.

The giant Fissure carved into Townsville Park during the invasion was finally walled off by the Infected Zone barrier orbs Dexter created, just in time to wall off the Zoo and Aquarium as well. The damage done there during the invasion made it easy for the Fusions to over take these areas for their own, as well as letting all the surviving zoo animals escape into the wild.

Even after all this, Townsville still couldn't catch a break. Just yesterday, the Crystal Gems were unable to save the large Bravo Beach Sandcastle from becoming a Fusion stronghold. The Infected Zone barriers even leaked into Beach City to entrap some of the boardwalk. There was even larger, more menacing Fusions beginning to roam the land, like a Fusion amalgamation of a wooden ship lurking around the beach.

How could Earth be prepared for all of this terror? How are they supposed to know which areas the Fusions choose to attack? What is their game? All of these questions and more cycled through Dexter's head. The boy genius sat in his lab, laying with his head and arms on a desk. His older sister, Dee-Dee, sat next to him, but on the floor with tears falling from her eyes.

"You know I didn't mean for something like this to happen." his sister sobbed.

"Shut up, Dee-Dee!" the genius yelled into his arms, muffling the sound.

A sniffle rang out from under the ginger's arms. The first time any sort of tears came from Dexter since the invasion. It wasn't like he hadn't felt the sorrow emotions he should feel during this time. These tears were completely different.

In attempts to answer the questions painting his mind, Dexter had an idea to revive one of his past experiments. A time machine! Though, when he used it in the past it didn't go so well, but he was older now. Definitely wiser than he was then. After a few tweaks, Dexter planned to send one hero into the not-so-distant Future in order to collect data to use against Fuse. The craziest part was, he almost succeeded. Until his sister entered the lab.

As per usual, Dee-Dee took a swaray into her little brother's laboratory, looking to snoop at all of his wacky creations. And, of course, press all the large, enticing buttons. Why else would he make all of these buttons if they weren't meant to be pushed!? However, Dee-Dee picked the wrong time to press any ol' button in the lab.

Dexter's time travel experience was in progress, the chosen hero quite literally standing within the time machine when Dee-Dee called out with her typical; "What does this button do?" The press of the button caused Dexter's machine to go haywire, sending his hero somewhere randomly across the timeline with no means of communication, and leading to the somber scene hanging in the lab.

"That boy could be dead, Dee-Dee!" Dexter snarled, lifting his head slightly. "Do you understand that!?"

"Why don't you label those buttons, idiot!?" she barked back, wiping her eyes. "This isn't my fault!"

"How many times do I have to tell you to stay out of my laboratory!" Dexter yelled, triggering his sister to pause her sobs. Before either of them could speak again, the door to the lab slid open, revealing Computress alongside their father. He looked especially Dad-like today.

"Greetings, Dexter." Computress buzzed, approaching the siblings. "My apologies for interrupting."

"Hey there, kiddos!" their Dad waved his hands at the two. "Your mother and I were spooked by a couple of guys who showed up in our house. Turns out they're looking for you!"

"Your father insisted entry, Dexter." the robotic assistance continued while Dexter wiped away the sorrow from his eyes. "As did…"

Computress trailed off, turning her attention to the doorway as three more bodies filed in. The first was a young boy with large round glasses, as well as a vest with a strange badge pinned to it. The second body was that of a much larger, muscular man, completely outfitted in a skintight gray suit. The same badge was symbolized on the man's uniform. The third body wasn't even human, instead being the slender figure of a robot who carried a clipboard. The lights and meter on the robot's torso blinked uncontrollably. The boy held his badge out towards the family.

"Time Squad." he began, his voice deepened to sound more threatening.

"Oh dear…" the robot sighed at the boy's macho attempt. "Please don't ruin this day any further, Otto."

"We gots some wacky time annonomals here!" the buff man called out. "We're here to investigate."

"Wow, Buck!" the boy laughed at the man, his voice now at its normal pitch. "Investigate is a big word for you!"

"... What are you doing in my laboratory?" Dexter grunted at the trio, his tears replaced by a look of frustration. Dee-Dee's tears still fell, but slower.

"In layman terms," the robot sighed again. "We're like special handymen, but relating to insistences involving the timeline."

"A Time Cop!" their Dad laughed. "Who knew my little boy would be in trouble with the law this early!" The Dad nudged Computress, who replied with a generic audio track of a crowd laughing.

"... Sure, a Time Cop." The robot looked down to the clipboard. "We've got an unauthorized passage through the timestream relating back to this location."

"Well, it relates back to a DexLabs." Otto interjected. "Larry 3000 here keeps us where we need to be, but he sent us to the wrong DexLabs twice! At least the second one just the wrong lab in the right timeline."

"Unauthorized…?" Dexter shook his head. "You don't need authorization to make a scientific breakthrough."

"Yeah, yeah." the large man named Buck grunted. "We hear it all the time."

"Mr. McPherson, we just need you to explain what exactly you did." the now named Larry 3000 buzzed. "Whatever excuse it may be. It seems this isn't the first instance of messing with the timeline on your record."

"It's no measly excuse." Dexter stood from his seat. "There are terrifying aliens invading the planet. I ran the calculations, I knew it was possible to access a point in the Future where the Fusions are losing." He glared down at Dee-Dee. "I was to use the info my hero would return with to help put a stop to these invaders, until my sister killed him."

"I did not!" Dee-Dee wailed.

"Now, sport." their father crossed his arms in disappointment, "That is not how your mother and I taught you to talk to your older sister."

"What year is this anyways, Larry?" Otto asked his partner. The robot stayed silent for a moment.

"2044." he finally buzzed. "The beginning of the Fusion Invasion."

"The Fusion Invasion!?" Both Buck and Otto exclaimed in unison.

"But that's not even supposed to ha-" Otto was cut off by the metallic fingers of Larry pressing against his lips.

"Hush, hush." Larry said. "Mr. McPherson, I understand these are trying times, but I'm not sure this is an offense the Time Squad can let slide."

"Offense?" Dexter's brow rose. "With all due respect… officers?" Otto excitedly nodded at the title. "I'm doing my part for my planet. DexLabs is the face of this war, unfortunately. I'm only doing what I know is right to better our forces."

"Without Dexter, Mandark Industries would have to take over as the main weapons and armor supplier for the war, which the company is not prepared for." Computress buzzed. Larry finally looked up to see the assistant, and stared at her for a moment.

"It's my fault!" Dee-Dee jumped to her own feet, pleading to the Time Squad. "Arrest me instead!" Buck and Otto raised their hands and pretending to push the girl away, while Larry continued to stare at Computress.

"We don't have the authority to arrest you." Otto shrugged.

"Fake time cops?" Dexter's Dad questioned to himself.

"Wait, no…" the boy looked to his robot ally making googly eyes at Dexter's assistant. "Uh, Larry…?"

"What…?" Larry muttered, suddenly shaking his head and coming to his senses. "Oh! Uhrm, yes. Time is a strange concept. There are certain events that are fixed points in the timeline. They must always happen, and nothing can stop them. There's a whole lot of everything happening in this time that's not supposed to be occurring!."

"I wasn't going to alter anything." Dexter scoffed at the Time Squad. "My machine is meant to simply place you at a different point in time." He gestured to the deactivated time machine. "A month! I only wanted to send him a month ahead, for five minutes!"

"We're just gonna fix the mess..." Buck muttered to himself, appearing in deep thought.

"May I view your machine?" Larry asked the genius, who nodded slightly in reply. The robot walked around the machine, staring at it intensely. He even pushed a few buttons, causing some lights to turn on. "Aha!" he exclaimed.

"I didn't realize viewing meant touching in your time." Dexter grunted at the sight.

"The subject of your experiment was displaced to the 14 of March in the year 2045." Larry continued to speak, still messing with the time machine. Dexter's glare faded into shock. "One year from today's current date."

"... Well, then I should be able to use that information to bring him bac-" Dexter began to speak, only to be cut off by a wag of Larry's robotic finger.

"You will do no such thing!" the robot buzzed at the boy. "Or anything else time related!"

"Not unless you want me to put you in handcuffs!" Buck chuckled.

"We don't have handcuffs!" Otto sighed.

"I cannot sit idly by while someone is in danger because of my doings." Dexter's gloved fist clenched as he spoke.

"You won't be idle, as you have those Fusions to deal with." Larry nodded to him, moving to stand next to Otto and Buck once again. "Officer Tuddrussel, Agent Osworth, and I will deal with restoring the timeline. It is our job, after all."

"... And then what?" Dexter asked after a moment of silence. "You bring him back and then slap your punishment onto me?"

"We know the Fusion Invasion is going to bring some crazy ideas and plans." Larry 3000 started. "Like your little time machine. If we had any authority to, a punishment would indeed come after we restore the timeline. This year, you're safe… Unless you do something like this aga-"

The sound of Dexter's time machine roaring to life doesn't allow Larry 3000 to finish his thought, but draws the attention of everyone in the lab towards it. In fact, both Dexter's and Dee-Dee's jaws drop to the floor at the sight. The machine displayed the date Larry pinpointed, quickly ticking down to the current date as a white light filled the room. A puff of smoke emerged as the machine's sound began to wind down and power off. Dexter and his sister raced to the door of the machine, followed by Larry not even a second later. Sure enough, Dexter's hero sat inside, waving at the group. Larry was the only one not too shocked enough to speak.

"Well now, this doesn't make any sense!"

* * *

_ 15 March 2044 _

When Roxie was a young girl, she used to find the sound of rain to be soothing. Late at night, it used to help her fall asleep easier. A soft and peaceful rhythm… Those relaxing thoughts were out to fish today. Now every drop that struck the windshield of her mother's red hover-car made her want to cry. Fall asleep and stay asleep…

"Stop slouching, honey." Diana quietly hummed to her daughter sitting in the passenger's seat. The woman's car drifted along the dirt road leading through the thick of the forest, heading east.

"..."

No sound escaped Roxie's mouth as she sat up straight, adjusting her seat belt. A small sniffle emerged a few moments later.

"Oh, sweetheart-!"

"Mom, please." Roxie groaned, rolling her eyes to look out the window. "I don't want you to, like, coddle me right now…" Diana frowned at her words.

"You seemed pretty good the past few days." her mother sighed as she drove. "Even though you and Jasper lost that battle at the Spaceport, you were smiling when you got home. You even had a cute boy bring you home!" Roxie's eyes roll again.

"Let me guess, you're gonna tell me all about I must have a crush on the boy since he's the same age as me and we were in the general vicinity of each other." Roxie's gaze turned to her mother, furrowing her brow at her. Diana stayed silent for a moment. "Jeez, mom. Get with the times."

"... That's not what I was going to say." The woman paused, focusing on the road as she made a turn leading into a canyon. "I just hate seeing you be very clearly distraught."

"I know, I know…" Roxie sighed. "It's not your fault, mom."

Diana stayed silent for several moments. Of course, she knew it wasn't her fault that her daughter was acting this way. Just as all mothers are, Diana just wanted to be able to comfort Roxie, and say something that will make her feel better.

"You act a lot like your father, Roxie." her mother said to her with a smile. Roxie perked up.

"... My dad?"

"Chester always kept quiet." Diana began to retell. "Even when I was at my closest with him, he still didn't convey his thoughts well. Difference between you and your father is that you can show some emotion. You get that from me."

Roxie's mother giggled lightly at her words, but slowly faded to silence. Roxie thought about her father for a moment, picturing what it would be like if he was still around… Or what it would be like if she even met him in the first place.

"... I don't know a lot about dad, do I?" Roxie asked. Diana smirks for just a split second.

"He's an enigma, for sure. I miss him everyday."

The hybrid teen felt her body heating up as her thoughts raced. In fact, she felt like she had to throw up. Not vomit. Word-vomit.

"What happened to him?"

The dead air hung over the two much longer this time, only broken by a sharp exhale from Diana. Even the rain had come to a pause, and glimpses of sunlight began to trickle into the car. Roxie really didn't know a lot about her father, and it wasn't like her mother was trying to hide the stories from her. Roxie just never asked, but Diana prepared for this conversation for years.

"Well, sweetheart…" her mother forced a snicker. "It's kind of complicated… You know I met Chester about two years after Jasper's father passed, and got married almost instantly. I never believed in love at first sight before him. One look at your father and I instantly felt all the emotions I took years to develop for your brother's dad."

"Yeah, and Jasper took his last name?" Roxie asked.

"Chester legally adopted Jasper after we were married for a year. He was such a great father. It made me feel safe once we became pregnant with you later on…" The woman let out a long sigh. "Since Chester was half-Aracnhichimp, he had a lot of people who were, for lack of a better term, interested in him and his make up. He had six spiderlegs on his back like your four, and it wasn't as common for hybrids to be walking around back then."

"For as long as I knew him, Chester always had this strange group follow him and keep an eye on him. At first, I thought the Renaissance fair came into town since they all looked like medieval knights, but it soon became apparent Chester and these Knights were enemies… One time a pair of them tried to kidnap him while we were out in town…"

"My dad had an entire gang of stalkers…?" Roxie raised her brow.

"I wish I could've found out more about them." Diana shrugged her shoulders lightly. "I've always simply assumed they were interested in his alien side… And then I always assumed they were the ones to finally get him to leave."

"You mean when he died?"

"No, Roxie…" Diana broke off, tears welling up in her eyes. She wiped them away and collected herself quickly. "Roxanne, your father left me when I was six months pregnant with you, I've told you that before."

"Well, yeah…" Roxie shuffled in her seat. "But he died around the same time, right?"

"Two years later." Roxie's mother tapped her fingers on the steering wheel. "I figured those Knights finally convinced him to join with them, but I think it ended poorly. His body was found in Bellwood..."

"His body!?" Roxie almost wanted to laugh at the revelation. "He was murdered?"

"That's what it all looked like." Diana frowned. "Even after he broke my heart, I still cried when I found out. Cried like a baby. I never stopped loving Jasper's father, and I am grateful everyday for having him in my life and having Jasper, but Chester was my one."

"He used to call me this silly name all the time." Diana continued, her frown slowly growing into a smile. "I was 'Kotomi,' all the time, no matter where we were. He told me it was a Japanese word for beautiful, but I knew he was bullshitting me." She broke off into a hearty laugh. "I liked the pet name so much I just let him keep saying it."

"Kotomi, huh…?" Roxie managed to smile a little. "That's kind of cute."

"Listen, Roxie." Diana placed a hand on her daughter's lap. "Your father kept his emotions hidden. You don't have to be reserved with how you feel, and you can freely talk about it, when you feel like it of course. But you don't have to be alone. Chester never realized that."

Roxie looked to her mother, who took her eyes off the road for just a moment to share a smile with her daughter. Diana returned her focus, as well as putting both hands back on the wheel. Their hover-car passed by a wooden sign reading; "Welcome to Nowhere. Population: 4." The number four was painted onto a separate piece of wood that was nailed to the sign over where the number should be.

The canyon they drove through opened up to a grand and vast desert, with nothing but rocks and cacti for miles to see. The Nowhere Desert. There was, quite literally, nothing out here. Going north led to Area 51.1, a heavily guarded military base, and what is rumored to be the source of all the spooky things that happen out in Nowhere. A beach laid just beyond that, with a strange place called Bling-Bling Island past that.

Heading east simply revealed a whole lot more of nothing. There is a rumor a second military base is hidden out that way, but the only confirmed structure is the large, cryptic doors to the Caponata Catacombs. The Leeblossom girls, however, were here for a little place right in the middle of the desert.

Diana pulled her car up to a small farmhouse in the desert. It looked like it had been built hundreds of years ago, but still held up well. A barn sat next to the house, but looked to be built sometime after the home. Just outside the barn was an old, rusty pick-up truck, which Diana parked next to. The hover-car came to a rest on the ground before Roxie and her mother stepped out and look to the house.

"... Why are we at your parent's house?" Roxie asked her mom, holding a hand and a spiderleg slightly above her eyes to block the sun.

"Is it a bad time to see your grandparents?" Diana rolled her eyes, walking up to the home. "It's been a stressful week, Roxie. They'd appreciate seeing you." She gave a small knock on the screen door as Roxie stepped up to join her. A dog instantly started to bark.

"Stupid dog!" a raspy, irritated voice yelled inside the house. "Shut up! Shut up!" The barking grew quiet as the door swung open, revealing an old man with a very prominent underbite. "Diana?"

"Sorry to show up unannounced!" Diana laughed at her father. "Can we come in?"

"Are you kiddin' me, girl?" the man furrowed his brow. "Of course, you can!" he continued, suddenly, and seemingly out-of-character, cheery. "Muriel! Diana's here!"

"Oh goodness!" a soft voice called from the kitchen. An elderly and slightly robust woman walked into the archway between the kitchen and living room as Diana and Roxie walk inside. "Oh, my favorite little girls are here!" she cheered in a thick Scottish accent.

"Sorry I didn't call first, mom." Diana waved at her mother, Muriel.

"Well, that's quite alright, dear." Muriel smiled. "Come in, I was just starting lunch. Oh, Eustace, pull up a chair at the table for them."

"Yeah, yeah." the man, now named Eustace, said to his wife. He walked over and gave Diana a hug before looking to Roxie, who gives him a hug. "How's my little monkey?"

"Hey, grandpa…" Roxie sheepishly peeped, blushing at her grandfather's nickname for her. "I'm doing ok enough."

Roxie's relationship with her grandparents was pretty normal. Muriel and Eustace Bagge have always lived out in the middle of Nowhere, and they don't venture into the city often, so Roxie didn't see them too much. Every holiday, every birthday, and of course, random visits throughout the year. She loved her grandparents, but Roxie was always more excited to see someone else in Nowhere.

"Roxie!" a strange voice called out. A small, pink dog suddenly scrambled down the stairs and colliding with Roxie's feet. She kneels down to pet him.

"Hey, Courage!" she laughed as she rubbed his fur. The dog stood back on his hind legs, beginning to point and blabber incoherently.

"Huh-ba! Hooga-baha-ba-b-baa-guh-a-huh!" he howled, seemingly making himself look like Eustace, and then Planet Fusion, and then some other monstrous figure. Roxie blinked at him, then patted his head.

"Oh, you're so cute!" she chuckled before standing back up, picking him up in her arms. Courage sighed and shook his head, but was content with being in Roxie's arms.

"Roxie, deary?" Muriel called out to her granddaughter. "Why don't you head upstairs? Alice is probably in her room."

"... As in cousin Alice?" Roxie asked. Diana took a seat at the kitchen table, while Eustace returned to his chair in the living room.

"Yes, Alice is going to be staying with them for a while." Diana trailed off looking to her mother, who's cheery demeanor instantly switched to sorrow.

"You remember Alice's mother, Gale? My sister?" Muriel asked her granddaughter. Roxie nodded. "Unfortunately, nobody has seen her since the invaders arrived, and their home in Peach Creek was ransacked by the monsters. It's much more safe for my niece here in the desert." A sharp yelp of disagreement came from the pup in Roxie's arms.

"Oh…" Roxie shuffled in her stance. "I didn't know…"

"Gale is tough, honey." Muriel smiled. "I'm sure she's out there somewhere… Alice would probably appreciate seeing you."

"Yeah, of course, Grandma." Roxie nodded, setting Courage down on the ground. "Want to go upstairs with me, buddy?" she said to the dog in a teasing, almost baby-like voice.

"Oh jeez…" the pup whimpered, walking past Roxie and to the stairs.

Roxie always hated talking to strange family members with unknown relation to her, especially the older ones. Diana was an only child, so Roxie didn't have any aunts or uncles to give her cousins to grow up with. Alice Spacebyte was Roxie's first cousin, once removed, being Diana's cousin. She was taken in by Muriel's older sister, Gale, when she was just a baby thirteen years ago. Roxie and her were pretty close in age, but never really talked or hung out when growing up, despite living near each other.

Courage got along with both Roxie and Alice, and was excited to have the two here. Typically when members of extended Bagge family show up in Nowhere, they tend to be scary and off. It was nice to have some normal visitors for once. Courage was so excited, in fact, that he was already waiting outside the door to Alice's semi-permanent room when Roxie arrived. The girl used a spiderleg to rap on the door lightly.

"You can come in!" a young girl's voice called from behind the wooden barrier. Roxie twisted the knob and pushed the door ajar, letting Courage scamper in and up onto the bed.

"Al- Alice!" Roxie smiled at her cousin. The girl sitting on the bed smiled softly as Courage sat in her lap. Alice looked to be about a whole head shorter than Roxie, and her skin was pale, almost too pale. Roxie always just assumed her cousin didn't get a lot of sun. Her hair relaxed around her shoulders, pausing only an inch or so past them. Alice's natural hair color was a deep-space blue, which Roxie always found to be neat.

"I didn't know you were coming by." Alice said, waving her hand to invite her cousin in. The girls share a hug before Roxie plopped down onto the bed next to her.

"I didn't really know either." Roxie shrugged. "I wish it was under better circumstances."

"... Tell me about it…" Any inkling of a smile Alice had left faded away. A moment of silence hung over the pair.

"... Besides the obvious…" Roxie finally broke the silence. "How have you been? It's been awhile."

"Oh, you know…" Alice looked around her room. It was barely decorated, with only a few generic pictures of the family on the wall and Alice's things sprawled out on the ground. Clearly just a guest room that the girl was staying in. "... School, and stuff."

"School…?" Roxie shuttered at the word, recalling the day of the invasion. "Alice, you were at school that day, right?"

"Uh-huh." the blue-haired girl shivered. "We could hear the high school collapsing from inside my junior high… I had a test to take that day."

Roxie blinked her eyes.

"I had a test to take too."

Suddenly, and all at once, Roxie began to sob. A violent sob, to say the least. She threw herself back on the bed, crying into one of the pillows. Courage and Alice both look at the girl, unsure of what to say, and especially confused on what triggered this.

"Roxie…" Alice reached out, placing her hand on her back. Tears began to well up in her eyes.

"This is just perfect, isn't it!?" Roxie exclaimed, pulling herself off the pillow. "I'm so freakin' glad everyone cowers at grandma's house after big, bad things happen!"

"Sheesh." Courage barked. "Nice to see you too."

"Why did it take some grand disaster to bring us all together?" Roxie continued, her volume lowering as she calmed down. "This always happens! I want to be able to see my family just because I can, not because everyone is sad and depressed."

"Funny how life works, huh." Alice sighed. "I wish for the same thing. I wish I could be at home hanging out with you in my own bedroom… B-But, my mom would tell me I can't dwell on the past, and to move forward. It's hard to do it without her here, but she's right."

"I want to change things," Alice continued, "But I can't change what has already happened. But, we can change what is going to happen, Roxie. Y-You're already making a change! Aunt Muriel told me about you and Jasper joining the resistance."

"Even that isn't that special." Roxie shrugged. "I'm one of tons of soldiers. Not nearly as notable as the Powerpuff Girls or any other hero."

"Are you kidding me?" Alice laughed quietly. "If I'm any judge, I'd say you have superpowers. Not everyone can make webs and walk on walls, 'n stuff."

"Well yeah... " Roxie sniffled, wiping her face with her sleeve. "But that doesn't make me as grand as, like, Major Glory."

"Bu- But nobody said you need to be." Alice said, causing Courage to nod in agreement. "You don't need to be in the spotlight to make a change."

"... You're so positive." Roxie said before sniffling again.

"It's better than needing a pep-talk every other day." Alice shrugged.

"I suppose you're right…" Roxie sighed heavily. "I already had a pep-talk earlier this chapter anyways."

"Earlier this chapter…?" Courage muttered in confusion.

"And it's not like it isn't ok to feel like you are, Roxie." Alice rested her hand on her cousin's shoulder. "We're both… The whole family!... We're all experiencing rough emotions right now."

"You're so sympathetic." Roxie snickered, pinching her cousin's cheek playfully.

"I think empathetic works better here, Roxs…" Alice corrected, leaning away from the pinch, yet keeping a smile.

The two shared a silent hug, both failing to notice the ears on Courage perking up, followed by the dog rushing downstairs. They did hear the buzz of the old television in the living room, and break from their hug as the news report leaked into the home. The girls rushed down after Courage, pausing at the base of the stairs to join Diana and the Bagges.

The television flashed with images of Fusions marching in mass through a dark, ravished land. It cut to a shot of two large airships, one colored blue, the other red. Another shot of the crowd of monsters flashed on the screen before the face of a remarkably young reporter showed up.

"It's insane!" the reporter shouted. "We are live from the forbidden Darklands of the north, where an army of Fusions threatens to cross the sea and invade civilian territory!"

"Oh dear…" Muriel muttered at the sights on the television. "How terrible is that?" Courage heaved with a tired groan at her words.

"Dang aliens!" Eustace grumbled, diverting his attention from the screen to bury his face in his paper. "We ain't ever let wild beasts threaten us before! The one time these dumb superheroes take a couple days to beatl the things, everyone flips their lid!"

"It seems the DexLabs and Mandark Industries Aircraft Carriers are both preparing to counter the army!" the young reporter's voice buzzed again. "Those things are weaponized!? Are those two old enough to do that!?"

Roxie stared at the screen for a moment, then closing her eyes to stand in silence for another moment. She looked over to her mother, who was already looking to her daughter with worry. Alice, however, looked to her cousin with confidence.

"I have to go." Roxie said aloud. Diana almost winced at the words.

"I knew you'd say that." she sighed.

"See!" Eustace chuckled. "My granddaughter's gonna take the bull by the horns, kick the problem herself! More of these young folk should think like that!"

"Roxie, deary, I know you're trained, but isn't this a little dangerous?" Muriel asked.

"It's all dangerous." Roxie said, already pulling her phone out to contact Jasper. "But this isn't my first fight now. And I'm hyped up after the pep-talk I just got. I signed up to be a solider in the war, this is what I have to do."

"Oh, Roxie!" Muriel smiled softly, tears welling up in her eyes. "Ju- Just be safe!"

"Duh." Roxie snickered, giving a hug to Alice, and then to both her mother and grandmother. "I'll be back in time for dinner!"

* * *

A majority of the citizens in Townsville didn't even know of the Darklands existence. Just another place of tall tales where only the superpowered dare to venture. In fact, Roxie herself didn't know what the place was until Bubbles told her a few years ago. This also meant Roxie had never been to the Darklands, let alone the site of today's battle; the Forsaken Valley.

Even with the danger lurking on the edge of the Darklands, the Valley was the safest place in the area. It was home to a snapshot in time, with prehistoric lizards and plantlife still thriving in this area. The DexLabs and Mandark Industries Aircraft Carriers are probably the most technologically advanced things to enter the valley in a long time.

Several of the dinosauric creatures scrambled for safety as the S.C.A.M.P.E.R. Roxie rode in zoomed onto the scene. It circled the air before landing on one of the hovering carriers, Dexter's. The door slid open, revealing Roxie and her brother outfitted in their Bombergrante pink armor. Jasper chuckled loudly as they stepped out, patting his sister's armor on the back.

"You're much more prepared for a fight now!" he sneered, receiving a glare from Roxie in response. Two Plumbers hand the siblings communicators to place on their armor.

"If this turns into another brotherly lecture, I'm shooting you first." Roxie grumbled.

The deck of the DexLabs Carrier was bustling with Plumbers and KND operatives dashing from station to station, preparing themselves and the arriving soldiers for battle. Scattered cries from the masses of Fusions echoed from under the ship, followed by the gunshots of the resistance. The familiar pink and blue light streaks from the Powerpuff Girls paint the skies before jetting into the brawl.

"Leeblossom." Dexter's recognizable nasally voice rang in Roxie's ears. She turned to see the genius and his robotic assistant approaching her. "I'm glad you arrived in gear fit for a battle this time."

"And who am I to be so lucky to be addressed by the boy genius himself?" Roxie rolled her eyes.

"Don't be stooopid." he huffed in response, crossing his arms. "Your Arachnichimp abilities give you an advantage over other troops. It's common sense to ensure the safety of a valuable asset like that." Roxie rose her brow.

"... I understand what you're saying, but dude," Roxie almost broke into a snicker. "You could word that in a way that doesn't seem so… Dehumanizing?"

"Dexter is not very good with social cues." Computress buzzed happily.

"Hush!" Dexter demanded with a flustered look. "Ugh! Roxie! I am assigning you a battle partner-"

"My brother is right here." Roxie cut Dexter off, pointing to Jasper behind her. He wasn't paying attention though, and was being handed a large gun by a Plumber nearby.

"Clearly you're of his utmost importance." the genius sighed. "Look, it's not like I want to keep tabs on someone as rude as you-"

"Did my mom put you up to this?" Roxie cut Dexter off a second time, triggering a twitch in the boy's eye. At this point, Jasper had fled off to the fight already.

"Just fight with this kid! Don't kill each other!" Dexter cried out, turning to stomp away from Roxie. "Jeez, it's like pulling teeth to hold a conversation with that girl!"

"What kid!?" Roxie called out as Computress tailed behind the genius. Another fighter in Roxie's pink armor bounced past Dexter, greeting Roxie with wild wave.

"Oh my god, Roxie!" Amp, the rambunctious team partner Roxie had in the Academy, cheered in her face. "You would NOT believe the day I had yesterday!"

"... Are you kidding me?" Roxie grumbled, using her spiderlegs to push Amp away from her.

"Do I look like a boy who would kid you!?" Amp laughed, then pausing suddenly with a worried look. "Don't answer that." He waved his hands around wildly as he continued to talk. "Anyways, Dexter called me yesterday for a SUPER SECRET MISSION! And, of course, as a handsome young hero, I couldn't say no, so I made my way to Dex-" Roxie's armored finger pressed against Amp's lips.

"Can it, blabbermouth." Roxie barked.

"But-!" he muttered through the muffled touch.

"No buts!" Roxie sighed. "You talk so much, dude! We've got a battle to win… We literally do not have the time for you to act like this!"

"Right!" Amp muttered, pulling away. "Right, right, right. Of course. I'll give you the TL;DR later." The boy reached to his belt, gripping onto his ice-gun he had in the Academy.

"Just stay close to me." Roxie said, receiving two pistols from a Plumber. She, reluctantly, used her spiderlegs to shoot a web at Amp, pulling him to her. She held onto the boy, leaping from the ship.

"Woooo!" Amp cried out. "You're flying Air Roxie! Destination: butt-whooping!"

"That was sooo lame." Roxie groaned. She used more webs to swing herself down into the fray safely through the trees. Roxie and Amp rolled onto the grass, both pouncing up with their weapons at the ready. A few Fusions taking the shapes of dinosaurs set their sights on the pair.

"Oh! Lookie there!" Amp pointed to a charging Fusion. He aimed his weapon, shooting a blast that encased the Fusion's head in a block of ice, ruining its balance and crashing into the dirt.

"Nice shot." Roxie said with a complimenting nod.

"Just because I talk a lot doesn't mean I don't listen!" Amp laughed. "I paid SO much attention at the Academy!" He aimed his gun behind himself, shooting and freezing another charging Fusions without a look.

"Whoa!" Roxie blinked. "... Let's say we combine my webs and that ice?"

"Awe!" Amp's eyes almost looked as if they turned into two giant hearts. "This is exactly the type of teamwork and bonding I pictured in my head!"

"Amp!" Roxie yelled. "Middle of an alien war, remember!?"

"You're so aware of your surroundings, Roxie!" Amp laughed. "I'll follow your lead!"

"Thank you!" Roxie grunted, gesturing for the boy to follow as she pressed on.

Multiple Plumbers and KND operatives, as well as Academy trained soldiers riddled the battlefield, taking on Fusions both with their guns and up close in melee combat. Some of their guns shot multiple rounds, while other soldiers used rockets and grenades to dispense damage. A sonic screech from one of the Powerpuff Girls filled the area, knocking down a crowd of Fusions deeper on the field.

More familiar faces filled the battlefield as well, including the evil Mojo Jojo. The ape genius piloted a mech suit modeled after his iconic helmet, bashing through the aliens in his way. An army from Providence led by Rex Salazar mowed through the valley, using their empowered Nanites to lay down the law. Perhaps the wackiest additions to the fight, Roxie watched as the giant, floating candied ship of Stickybeard, the Sweet Revenge, arrived alongside the carriers.

A whole hoard of Candy Pirates poured from the ship's hull to join the battle, followed by the Urban Rangers of the suburbs, all outfitted with the latest in 2x4 technology. On the edge of ship stood Captain Stickybeard and the leader of the Urban Rangers, Rolf, both directing orders to their underlings to turn the tide of battle. A pig stood next to Rolf without much care for the fight happening below.

"You know, I could've told you all of those people would be showin-" Amp smirked before cutting himself off after seeing Roxie's glare. "Right!"

"Did you really need to comment on reinforcements?" she laughed lightly. "On your left!" Roxie shouted, shooting a spider web at the dinosaur Fusion aiming to attack Amp. The web attached to the beast's skull, causing Roxie to jerk her spiderleg down to pull the creature to the ground. Amp launched an icy blast, freezing the beast to its spot. A man with a ginger mohawk jumped atop the downed beast, stabbing it with a sword.

"A challenger approaches!" Amp shouted, pointing to the man. He leaped from the melting, dying monster, landing next to Amp and Roxie.

"You kids go back to the Carrier if you're going to have a conversation." the man growled, not waiting for a response before running off and swinging his sword to another beast.

"Somebody's grouchy." Roxie scoffed.

In the distance, Roxie could see more Fusions approaching, this time including the strange Fusion copy of the Samurai leading the pack, as well as two new Fusion doubles. A large, hulking deformed Fusion of Ben 10's Gravattack, who he used previously at the Spaceport, and a darkened red and green copycat of Blossom. The real Blossom's pink light halted in the sky as she noticed the double.

The Fusion Blossom jetted up into the sky herself, leaving behind a green trail of acid before she socked Blossom in the face. Amp and Roxie winced at the sight, beginning to rush forward into the fight. Blossom rubbed her face, glaring at the Fusion.

"You're not me!" Blossom cried, rocketing back to the flying creature and delivering a few hearty blows herself. Fusion Blossom took each hit before grabbing Blossom's fist on her final punch. In a strength that matched Blossom's own, the Fusion heaved the Powerpuff around, releasing her grip and sending her to crash into the Sweet Revenge.

"Blossom!" Roxie screamed from below. Her attention quickly has to divert to the rock the Fusion Gravattack hurled into the brawl. She aimed her spiderlegs upwards, shooting some webs to pull herself into the air for a moment. While gliding, she unloaded her guns below her. Amp followed behind on foot, freezing the melting Fusion Matter and seemingly ice-skating across it without a care.

Three new light trails painted the sky above the valley, matching the colors of the full Powerpuff Girls team, yet darker. The three lights split up, circling the Fusion Blossom in the sky before coming to meet her. They all hit her hard, knocking her clean out of the sky and barreling into the mess of Fusions below. Now static, the source of the darker lights could be seen, and Roxie scowled at the sight.

Snips, snails, and a puppy-dog tail. Mojo Jojo and Him's evil, gender-bent copies of the Powerpuff Girls, the Rowdyruff Boys, floated above the scene, all snickering to each other at the beatdown they just gave that Fusion. Brick adjusted his lengthy ginger hair underneath his red cap before patting his green-claded brother, Butch, on the back. The third Rowdyruff, Boomer, held up an unseemly gesture at the Fusions.

"Those three are helping…?" Roxie groaned with shock.

"You know them?" Amp asked.

"Know of them." Roxie replied. "They're losers. C'mon, let's keep going."

The Fusion Blossom took out a good amount of her own forces after being knocked down, but she wasn't done yet. She rocketed back up to fight the Rowdyruff Boys, joined by Blossom after recovering. It seemed the four bickered among themselves for a moment before bashing the Fusion together. Near them, two flaming figures flew by, hurling balls of fire into the Fusions. One of them diverged from the other, swooping down and landing near Amp and Roxie.

"Alan!" Roxie greeted, shooting a Fusion behind the flaming boy. He hurled a fireball past the duo, striking a Fusion and melting some of the ice from Amp's gun.

"I think we're winning this one!" Alan grinned.

"Stay focused now." Roxie sighed. "I don't want to get too cocky while I'm surrounded by the enemy."

"Oh, I'm focused!" Alan laughed, "We're just kicking some butt!"

A loud sonic screech echoed through the air, one much louder than Blossom or Bubbles was capable off. Alan, Amp, and Roxie all winced at the sound, covering their ears and struggling to even hear anything for a few moments. The dark blue light streak shot straight towards them as Boomer crashed to the ground in between the trio.

"Spoke too soon…" Alan murmured to himself in the chaos.

The three of them coughed as the dirt kicked up from the Rowdyruff's crash, but they all scrambled to find him as soon as their hearing rang back into their ears. The blue Rowdyruff grunted, still moving after that crash. He struggled to stand back up, yelling in pain before falling back. Alan knelled over him.

"Are you ok?"

"Get offa' me!" Boomer barked, swatting his arm at the Pyronite hybrid. The edge of Boomer's long-sleeved black undershirt caught fire for a moment, but he patted it out on his blue overshirt.

"That looked like a rough blow-" Alan tried to continue, but Boomer wasn't having any of it.

"Shaddup, will you?" he grunted. "I'll take care of myself!" He struggled again to pull himself up, this time putting his awkwardly bent left leg to the crowd.

"Oof, that should not be lookin' that way." Amp said.

"That leg is totally broken, dude." Roxie added. "Here, cover us."

"I don't need help!" Boomer barked again as Roxie approached, leaving Amp to outstretch his gun and scan around them. Roxie shot a web at the boy's leg, who jumped in shock. "Ew! What the heck is this weird girl shooting on me!?"

"Relax, Rowdyruff." Roxie glared as she reached the boy, kneeling down and using her spiderlegs to wrap the web around his leg. "Hold your tongue." She quickly snapped the leg straight to finish the webbing-bandage, triggering Boomer to howl in pain. He kicked her away as soon as she was done.

"Thanks for the warning, freak!" Boomer yelled. Roxie laughed, pulling herself back up to herself.

"You'll thank me for real later." Roxie grinned. Boomer didn't say another word, simply flying off into the air at a decreased speed. Instead of rejoining the fight, Boomer flew to the Mandark Carrier. In his place, two strange suits of armor, one large and purple, the other small and yellow, joined the battle.

"Soldiers, come in!" Dexter's voice called through Roxie's and Amp's respective communicators. "Fall back to the S.C.A.M.P.E.R.s! Board the Carriers! We're going to finish this fight!"

"You heard the man, er, boy." Alan shrugged, beginning to hover above the ground. "Need a ride?"

"We'll meet you up there." Roxie waved her hand. Alan nodded firmly, flying off to the retreating crowd.

Roxie and Amp began their retreat as well, the latter using his ice-ray to freeze the path in front of them so the ice could creatively skate across the surface. Above them, the two new suits of armor unleashed their attacks on the Fusions, namely on the Fusion Gravattack that began to hurl large hunks of the earth at them.

Roxie reached out, grabbing onto Amp's armor and shooting a flurry of spiderwebs up to the hovering carriers. The hybrid began to retreat the webs into her spiderlegs, pulling herself and Amp up top to safety

"Roxie!" Jasper's voice called out from the surface of the DexLabs Carrier. The man rushed over to the edge, hugging his sister as she released her grip on Amp. "I saw you kicking ass out there."

"Yeah, yeah." Roxie hesitated to return the hug. "I guess I have to since you keep running off in the heat of battle."

"Hey, Jasper!" Amp waved his hands frantically. "Look, it's me, Amp! Remember, from the Academy?"

"Yeah, buddy, I remember-" Jasper sighed as his hug with his sister ended.

"I bet you wouldn't believe about the wacky day I had yesterday!" Amp laughed. "It was more, like, a wacky week, but-"

"Leeblossom!" Dexter's voice cut off Amp's ramble, signalling the boy genius' approach with Computress. "Glad to see you and Mr. Amp are still in one piece."

"For future reference, I'm not a babysitter." Roxie scowled at Dexter, who didn't seem to care.

"Please, please, let's get to safety." Dexter ordered. "Computress, instruct Manus and Corus that it's almost time."

"Certainly, Dexter." Computress buzzed.

"Are those the names of those weird robots that just arrived?" Roxie asked. Dexter confirmed this with a nod.

"Not robots, but I'm not at liberty to discuss further." he nodded.

"Hey, wait!" a stern voice yelled to Dexter. A white haired woman approached the genius, accompanied by a young boy and a large Cryptic. Anyone knew these folks as the Saturdays, a family dedicated to finding and protecting Cryptics.

"Mrs Saturday." Dexter greeted. "Zak. Fiskerton."

"Drew Saturday." the woman corrected, reaching up to adjust her large ponytail. Both her and her son Zak wore the same orange armor. "My brother is still fighting down there. Doyle Blackwell."

"Yes, we have several units still holding the Fusions back." Dexter sighed. "We're just about to launch our secret weapon."

"I'm heading down there to look for him." Drew told Dexter. "Make sure these two don't follow me." She gestured to Zak and Fiskerton, both of which give goofy smiles.

"I am not a babysitter, Mrs Saturday." Dexter groaned.

"Yeah, he sticks that responsibility on me." Roxie laughed.

Drew had already parted ways, leaping into the fray with the remaining heroes. Another blood-curdling screech rang through the air, but didn't deafen the crowd. This screech was the one of defeat as Brick, Butch, and Blossom combined their strength to finish Fusion Blossom. The three fall back, landing on the carriers.

"Hey!" Blossom called out as she floated to Dexter and Roxie, Brick and Butch leaving to look for their injuried brother. "Are we all safe?"

"We don't have much time left." Dexter sighed. "We need to initiate this plan before the Fusions bring in reinforcements."

"But my uncle!" Zak interjected. "And my mom! What if they're in danger?"

"Bubbles and Tennyson are still down there." Dexter rubbed his chin. "The Samurai too. They'll ensure their safety."

"Is it time to initiate the counterattack?" a new robotic voice entered the chorus of voices. A chubby, transparent robot drifted across the surface of the carrier, resting next to Computress.

"Yes, Octus, we should go now." Dexter instructed.

"Wait, my mom!" Zak called out again, catching only Roxie's attention.

"Very well." the robot Dexter called Octus agreed, jetting into the valley at the command. Manus and Corus both turn away from their current targets, joining Octus. A flash of bright light washed over the valley, fading to reveal the gigantic, semi-transparent combination of the three.

"The Titan!" Amp squealed in awe at the sight. "You guys got the frickin' Titan workin' for you!? These are the best two days of my entire life!"

"Alright, guys." Dexter spoke into his communicator. "Time to show the Fusions we mean business too."

The Titan stood still for a moment. Even the Fusions seemed to stop and stare at its size. The Titan struck a battle pose. A sword appeared in the Titan's hands, which it used to demolish a crowd of the invaders.

"Mom! Doyle!" Zak cried, clinging to the edge of the carrier. Roxie stared at him, and Alice's words about being a hero repeated in her head. Reluctantly, she patted him on the shoulder. And then leaped off the carrier.

"Roxie!"

"Is she insane!?"

"ROXIE!"

Of course she's insane. Maybe if she hadn't poured her heart out to her mother and cousin earlier, she'd still be atop the DexLabs Carrier, safe from the enraged Fusions. Instead, Roxie plummeted to the ground, the cries of her friends and protectors growing faint as she fell. She shot a spiderweb at a nearby tree as Titan took a step forward in the valley. Roxie used the web to try and swing herself to the dirt, until the Titan stepped onto the tree her web attached to.

As the tree crumbled, Roxie's web snapped. The girl's eyes grew wide as she shot more webs sporadically to save herself, but just ended up stumbling into the dirt. And hard too. The girl groaned as she laid on the ground, her body pulsating with rushes of pain. Roxie's ponytail had fallen loose, her hair-tie breaking during the fall. The only thing she could see when she looked up was the Titan towering over her as it fired a blast from its eyes.

"Down here!" someone called out from above. Roxie's eyes brought her to look at the other Pyronite from earlier, now clearly seen to be Ben as Heatblast. He floated down to Roxie, the Omnitrix symbol on his chest blinking. When he landed, the teen reverted to his normal human form. The light-blue trail of light belonging to Bubbles joined Ben on the ground.

"Oh my goodness!" the blue Powerpuff worried. "Roxie, are you alright?"

"Just get her out of here." Ben ordered, his gaze stuck on the Titan casting a shadow over them.

"Hey!" Roxie barked. "I'm a hero too!" She pulled herself off the dirt, using her spiderlegs to move her hair away from her face.

"I agree, but," Bubbles drifted over to her neighbor. "That fall look like it hurt. It's ok if you can still fight, I just want to know you're ok." Roxie grinned to her friend.

"Yeah, just a little sore."

"I said get her out of here!" Ben ordered again. "The Titan should finish off those Fusions soon. We have to clear the area!"

"Ugh, Ben!" Roxie narrowed her brow at the boy. "I'm not the only one still down here! That Saturday girl and her brother are still fighting too."

"Saturday girl…? D-Drew?" Ben asked, a faint blush settling in on his face. Both Bubbles and Roxie shared a tired look.

"Now is not the time to fantasize about your friend's mom." Bubbles grumbled. Ben quickly shook his head.

"Shut up!" he grumbled back. "Ok, so, Bubbles. Take her to safety and then find Drew."

"I'll help her find Drew, and her brother, Doyle." Roxie jetted in. She used her spiderlegs to tie her fallen hair back, using a web to secure her blonde locks in a ponytail once again.

"Fighting together will be fun!" Bubbles smirked, smacking a fist into her hand. "If I have Roxie to cover me, you can focus on helping Jack with the Fusion of himself."

"Fine." Ben groaned, twisting his fingers around the Omnitrix on his wrist. He smacked the surface of it, altering his DNA into that of an (clothed) Appoplexian, otherwise known as Rath. The feline alien pointed a claw at the girls. "Lemme tell you something, Roxanne Leeblossom! You better follow everything Bubbles says! We've got a battle to win here, and I can't have you putting yourself in danger!"

"I get it, Ben." Roxie sighed. "We're all in this together." Bubbles floated a bit higher, grabbing Roxie to hoist herself up with her.

"Go find Jack! We'll get the Blackwells." Bubbles said, sharing a nod with Rath. The feline alien lep off into the air, leaving the girls to fly off on their own.

Even with Earth's forces retreated back to safety, the grounds of the valley thrived with rage. The Fusion dinosaurs seemed to be getting bigger and bigger as they attacked the legs of Titan. A group of particularly large Fusion dinosaurs marched with furious roars, each one riddled with horns, spikes, and club-like tails. From the air, both Bubbles and Roxie could see Drew's familiar orange armor as she began to take on the horned monsters.

"There!" the girls cried out in unison.

Bubbles dashed down to the Cryptic-hunter, dropping Roxie off near the ground before rushing to punch one of the five spiked Fusions. Drew held up her sword, spouting fire from the ragged tip at another one of the pack. Roxie set her sights on a third one, firing her pistols at the beast until she noticed the mohawked man from earlier. He leaped over the giant Fusion, slashing his sword across it before sticking his landing.

"Doyle!" Drew cheered, waving her hand to gesture him over.

"Help me with these Horntails before we chat!" he called back, smirking to his sister before striking his sword back into the Fusion Horntail he attacked.

"Let's hurry!" Bubbles said before jetting above the pack of Horntails. Blue beams of heat shot from the Powerpuffs eyes to burn the beasts, one in particular ending up crispier than the others. "We need to start heading to the S.C.A.M.P.E.R.s!"

"And we need to keep these guys away from them!" Doyle retaliated, falling back to Drew and Roxie. Bubbles rocketed down to finish off the crispy Fusion, scattering the remaining four.

"Doyle, the one on the left!" Drew ordered, pointing her sword in the direction she spoke. Her weapon once again shot a flurry of flames from its tip, burning the Fusions as she swung her sword around to hit all of the group. Doyle ran the way he was ordered, throwing his sword as a projectile and slicing the head of the Horntail clean off.

"I'm bringing it back!" Roxie yelled, using a web to attach to Doyle's weapon and pulling it back to her. He snatched it from the air as it passed him.

"Nice trick." he complimented, but wasted no time to charge at the next closest Fusion.

"Three to go." Roxie counted under her breath, watching Bubbles hook her fist into one of the beasts. Drew and Doyle both targeted the same Horntail, leaving one barreling forward. The girl blinked, wildly shooting webs in front of herself. In a stroke of luck, the web attached to both the Fusion and the dirt, making it stumble onto its face.

The dying Horntails sunk into bubbling puddles of Fusion Matter, the one Roxie brought down still screeching as it melted. Roxie looked between the remaining two Fusions, debating on whether to aide Bubbles or the siblings fighting each one. She began to run off to attack, but somehow ran… Upwards? Totally out of her control, Roxie was somehow floating a few feet from the dirt.

"Guys!" she screamed, catching Bubbles' attention.

"Oh no." the Powerpuff muttered, noticing the enraged Fusion Gravattack stomping up behind Roxie. "Drew, Doyle, cover both of these!"

"What's going on!?" Roxie asked loudly, completely unable to turn her head to look at the impending doom approaching. Fusion Gravattack threw its arms up, causing Roxie to be flung into the air.

The girl screamed in terror as she stiffly flew upwards, and then feeling the Fusion's strange gravitational control fade. For just a moment, she took in the whole of the battlefield from her new vantage point. Few S.C.A.M.P.E.R.s remained on the ground, several others rocketing back to the Carriers and Sweet Revenge. Flying Fusions beat against the upper half of the Titan, as well as more trying to attack their legs. She even caught a glimpse of Rath with the Samurai, as well as the Fusion counterpart.

Terror set back in as Roxie snapped back to reality, beginning to fall to her doom. Her scream resumed, her body flipping around in the air. As she spun, she only saw glimpses of Drew and Doyle struggling against the final two Fusion Horntails, and some of a blue light trail painting around Fusion Gravattack.

What else had Roxie been doing during the numerous times she fell into the valley today? Two of her spiderlegs took aim at a tree, shooting webs to attach to its trunk. Her weight pulled against the webs, swinging her around to start to land safely. She aimed for another tree, attaching webs to that one and swinging in another direction. Fusion Gravattack had other plans, taking gravitational control of the tree and uprooting it to throw Roxie off course.

Roxie smacked face first into another tree in the valley, her armor taking the brunt of the hit, but still knocking the wind out of her. She slumped to the ground, the uprooted tree suddenly being flung at Drew and Doyle. Dazed, Roxie tried to open her mouth to scream and warn the siblings. Only the sound of the beginning of her thoughts escaped her mouth, pausing as Bubbles' light trail swooped in at the blink of an eye. The Powerpuff placed Drew and Doyle nearby Roxie, letting the weaponized tree crash into, and defeat, the last Horntails.

Another puddle of Fusion Matter was created by the dying monsters, but their final cries couldn't be heard over the volume of the Titan's sudden attacks. The ground itself seemed to tremble under the massive lasers and kicks the Titan delivered. Even though it was on their side, Titan intimidated Roxie. She was the size of an ant compared. One small step could crush her, without a bat of an eyelid.

A fierce grumble from Fusion Gravattack kept Roxie from falling too deep into thought. She came to, striking a battle pose, along with Bubbles.

"Roxie, fling yourself over him once he gets me." Bubbles looked to her friend, who replied with a firm nod. "Follow my lead!"

"Be careful!" Roxie called back, dashing after Bubbles as she flew towards the Fusion. As she predicted, when the Powerpuff neared it, Fusion Gravattack scowled and used its abilities to throw Bubbles' flight path out of whack. She went spiraling backwards, only for Roxie to shoot pass her. Attached to a stone behind the Fusion, Roxie retracted her web to pull herself over the monster.

The Fusion Gravattack acted as if it was going to halt Roxie's hurdle next, but instead yelped in pain after becoming the next target of Drew's fiery sword. She kept a continuous flame burning on the Fusion, allowing Roxie to land behind him and breaking Bubbles free of its control. Doyle smirked at the sight, running up and heaving his sword across the Fusion's face.

Once she collected herself, Roxie aimed her guns at the Fusion's backside. She took turns pulling each trigger, alternating to shooting webs from all four of her spider-limbs onto the monster's back. She took a firm step, making a rash decision to drop both her guns and, instead, grab hold of her lower two spiderlegs. After a breath, she began to heave and pull back in attempts to knock the Fusion off balance. Bubbles zoomed back into the fray, grunting as she sucker punched the Fusion, successfully helping Roxie knock it over.

It seemed like the Fusion knew it had been outmatched, beginning to melt into the same nasty puddle of Fusion Matter the rest of the monsters devolved to. Doyle jumped atop the beast, hoisting his sword into its body, just to make sure. A cry of pain vibrated through the valley, and the beast fully fell apart. The only thing that filled the air in the following moment would be the four fighters catching their breaths, the bubbling air pockets in the Fusion Matter, and the heavy attacks of the Titan.

"We need to move." Doyle broke the silence. "Now."

Nobody needed to audibly respond. With Doyle leading them, the four took off on foot, (aside from Bubbles, who floated a few inches from the ground.) The battle had worn so thin that, by now, only a single S.C.A.M.P.E.R. remained on the ground, clearly tasked with carrying Roxie and the other stragglers to safety. Near the vehicle brewed the other half to this final battle.

Samurai Jack, the one who Roxie saw fight at the Spaceport, wielded a long blade, clashing it against the copied blade of Fusion Jack. Roxie couldn't tell if this was the same Fusion from the Spaceport, or just a second copy, but it didn't matter to her. Rath was nowhere to be found, but a green-claded, bipedal wolf seemed to be fighting alongside Jack. The wolf barked, it's muzzle unhinging in four directions before unleashing a sonic howl to knock the Fusion down.

"Get to the S.C.A.M.P.E.R., Jack!" the wolf howled, but the Samurai paid no mind. As Jack leaped to continue the fight, the wolf turned to see the arriving group, and revealing the Omnitrix symbol on his chest to show he was Ben as Blitzwolfer.

"Nobody told us the Fusion gravity-guy was still around." Doyle grunted as he approached.

"Nothing we couldn't handle." Roxie smirked. Blitzwolfer shook his head, placing a claw on Roxie's shoulder.

"C'mon, we gotta go." he nodded. They all looked between each other, sharing glances of agreement.

The S.C.A.M.P.E.R. held just the lone KND pilot at the wheel, as well as an Urban Ranger waiting for the stragglers to join him. Blitzwolfer directed Roxie and Bubbles to the craft, his Omnitrix symbol blinking and reverting his DNA as they boarded. The now human Ben took a moment to oogle Drew as she boarded, then followed her inside. Doyle went to step in, halting as a cry from the Samurai entered the soundwaves. The mohawked man turned on his heel without a second thought, leaping back into the duel between the Jacks.

"Doyle!" Drew called out her brother's name, moving to chase after him. Bubbles held up her arm to stop the woman.

"Fly this thing up to a safezone." Bubbles told the pilot. "I can fly, I've got your brother."

Drew visibly conflicted with herself, struggling to end up deciding to trust Bubbles. The woman closed her eyes, opening them and nodding to the young blonde, as if to give her permission. Bubbles left only her fading light trail as she flew from the craft, the door sliding shut before the pilot began to lift off.

Both Roxie and Ben pressed their faces against one of the tiny windows lining the side of the S.C.A.M.P.E.R. Drew hesitated, but also looked out of one of the windows. Bubbles made her way to the Samurai, who sat on the dirt, clinging onto his arm. He still held firmly onto his blade, but blood was starting to stain his sleeve. Doyle took up Jack's spot in the spar against Fusion Jack, their blades clanking against each other.

"You take that man to get medical help, right now." Doyle ordered, his tone signifying he didn't want to, or need to, discuss another option. Sheathing his sword, Jack grabbed onto Bubbles, who took hold of him as well.

"Thank you, young hero." the Samurai calmly nodded to the Powerpuff. She took flight, floating over to grab Doyle next.

"Go!" the ginger-haired man ordered again. Fusion Samurai Jack jabbed his blade against Doyle's sword, nearly cutting the man's skin. "I'll hold this guy off."

"I can't leave you behind!" Bubbles cried, trying to float down and grab onto Doyle's collar. This only turned the Fusion's attention to her, which Doyle noticed.

"I won't be left behind." the man grunted, striking his sword into the air to block the Fusion's strike towards Bubbles. She rose above Doyle a few more feet, blinking as he kicked the Fusion away. "If I let you take both of us, this guy will make sure none of us make it back."

"Young hero." Jack quietly said to Bubbles, still clutching onto his wound. "You must listen to the man."

"I- I-...!" Bubbles struggled with this moral decision. "I-... I- I'll be right back to grab you!" she blurted out.

"Just go!" Doyle barked, shaking his head and swinging his sword down onto Fusion Jack.

The KND aircraft circled around the air as it ascended, letting Roxie, Ben, and Drew all watch Bubbles' fly up to the top alongside them. The angle also gave the group a perfect view of the Fusion Jack's spar with Doyle. Just like a fencing match, the only hits the two connected were with each other's blades. Bubbles sped past the S.C.A.M.P.E.R. to deposit Jack uptop.

Bubbles was a superhero, it was only natural for her to want to save everyone. Yet, it didn't seem like she understood that this wasn't a situation where everyone can be saved. The Powerpuff's blue light trail began to paint the sky, rocketing to the ground. She wasn't nearly close enough to stop the Fusion Jack from disarming Doyle with his blade, and then striking the man's chest.

"NO!" Bubbles wailed suddenly.

"NO!" Drew shouted inside the S.C.A.M.P.E.R. at the same time.

Poor Drew would be spared from the following sight as the craft arrived atop the Mandark Carrier. Bubbles continued to shoot downward, channeling all her hardcore energy into one deadly kick and smushing the Fusion Jack. It followed suit with the other Fusions, melting as Bubbles stumbled to hold Doyle in her arms.

The Fusion struck him through his chest, blood coating his gear. The tears hit Bubbles at full force, and the Powerpuff began ugly sobbing as she tried to hoist herself and the bleeding man into the air. She kicked herself off the ground, picking up speed to take Doyle to the Carriers.

* * *

"I said I would come back for him!" Bubbles belted through panicked sobs.

Only a half-hour or so had passed since Roxie arrived back atop the Carriers. With the ground clear of Earth forces, the Titan was able to unleash a ground quaking finishing blow, officially winning this battle at Forsaken Valley… Spirits would be higher if it weren't for the commotion in the DexLabs Carrier medical bay.

Several soldiers sat in make-shift hospital beds, having (mostly) minor wounds being patched by volunteer nurses, and a particular Sheep, whom Roxie recognized from the Spaceport. The Samurai laid in one bed with his robes pulled off his chest. His sliced arm already patched up, but the same couldn't be said for Doyle Blackwell laying in the bed next to him.

Fusion Jack stabbed Doyle straight through his chest, leaving a deep and thorough cut. A nasty cut that left internal injuries up for debate. Zak and Fiskerton solemnly stood next to Doyle's bed, their father, Doc Saturday, standing next to them consoling their weeping mother. He had already lost a lot of blood by the time Bubbles delivered him to the med-bay… The Powerpuff knew he was already gone when she arrived, but she couldn't accept that. She had to help him.

"Bubbles, it's ok." Blossom struggled to find the right words, her own tears welling up in her eyes as her blue sister clung to her. Roxie and Ben sat next to the girls, now joined by Amp and Jasper. All of which sat with their heads hanging dejectedly, not a word to say. Roxie was almost crying as much as Bubbles.

"IT'S ALL MY FAULT!" Bubbles screamed into Blossom's shirt.

"... Bubbles…" Blossom grunted, kneeling her head down to rest against her sister's. "You know we can't save everyone…"

"This isn't like Buttercup!" Bubbles yelled, pulling herself off Blossom. The pink Powerpuff didn't know how to react to that. "I _CHOSE_ to leave him!"

"We've made tough decisions our entire lives!" Blossom yelled back, triggering the eyes and ears of those seated next to them to linger. "No, this _isn't_ like Buttercup. She didn't die for us to become weaker. She would want us protecting everyone as the Powerpuff Girls, even with the losses." Bubbles stared at her sister in silence.

"... Shouldn't this be easier?" Bubbles sniffled softly, her tone shifted and her tears less violent. "I mean… We lost our own sister… How do I feel like this when I've already experienced the worst…?" Blossom pulled her sister into a hug, her own tears running down her cheeks.

"It'll never get any easier." the ginger sighed, holding her sister tight. "It'll never stop hurting."

The girls continued to hug, sobbing with each other before being interrupted by Drew. The woman rested her hand against Bubbles' shoulder, causing the sisters to part. It seemed she invited the girls to join her family in mourning, but Roxie couldn't watch this scene any longer. The girl sniffled, struggling to unhook and loosen her armor's chest-piece.

"We didn't lose anyone like this fighting the Incurseans…" Ben sighed, adjusting his black and green-striped t-shirt.

"I'm going to throw up." Roxie muttered, tossing her chest piece to the ground and starting to wiggle out of her armored leggings, revealing she still had her normal clothes on underneath. Jasper stood, collecting her items.

"We, uh," Jasper stuttered, watching his sister stand up. "They've got rides back to Townsville. We should go home, Rox-"

"I need a minute!" she called back, stomping away. Amp jumped up to follow, but was stopped by Jasper.

Thanks to how close the DexLabs and Mandark Carriers were to each other, Roxie was easily able step between the two. Most of the soldiers celebrating the battle won stayed on the DexLabs Carrier, leaving mostly cleanup to riddle the surface of the Mandark Carrier. Mandark's own droids, affectionately named Mandroids, rolled along the dark metal deck, packing away weapons and rudely directing Plumbers around.

Roxie still wore her pink armored boots, contrasting with her street clothes, and they clanked loudly against the metal as she searched for a place to be alone. A Mandroid glared at her as she walked further away from the masses, passing what seemed to be giant robots that could be piloted. The only open space she found was already occupied. Sitting with his legs hanging over the edge of the craft was Boomer, the blonde tufted-hair Rowdyruff whom Roxie helped earlier.

"Oh." Roxie accidentally said out loud at the sight of him. The boy's head turned so he could see her.

"Yo." he whistled. He swung his stiff left leg up onto the deck, revealing it was still bandaged up with Roxie's webs. "Thanks for the help earlier."

"I, uhm…" Roxie blinked, taking a second to look around. "Ye- Yeah, no problem. Didn't I say you'd say that?"

"Who cares?" Boomer scoffed, rolling his eyes. Roxie did the same, turning to leave before Boomer spoke again. "Wa- Wh-" Roxie stopped, raising her brow in complete confusion as she looked back to Boomer. "Where did you learn to do that?"

"... That?"

"That." Boomer nodded and gestured to his webbed leg.

"Oh, that thing." Roxie snickered. "Well, um… I was probably, like, nine or ten years old." She started walking over to the boy as she talked. "I broke my arm while practicing using my spiderwebs to swing around, like that old comic superhero. I didn't give myself a web-cast or anything, but I broke the sling the doctor gave me. I thought my mom would've killed me if I told her I broke it, so I just made another sling of webs to hold my arm in. That's when I realized I could do a lot more with these things."

"... Cool." Boomer grunted, staring up at Roxie as she stood next to him.

"Yeah, um, in hindsight I should've just used the webs to fix the sling I broke." Roxie laughed, taking a seat and hanging her legs off the edge of the carrier. "My mom noticed the sling made of webs immediately."

"Uhm…" Boomer's face curled into a semi-scowl. "I didn't invite you to pop a squat, weirdo."

"Oh hush up." Roxie grunted, waving her right hand and a spiderleg at him. "I needed to get away for a moment. I just watched someone…"

"I, uh, don't care about your emotions, spider girl."

"It's none of your business anyways." Roxie leaned back, using her arms to support her. "And my name is Roxie."

"... Also cool, I guess."

Another prolonged moment of silence fell over them. Distant blurbs of people talking drifted to them from the other carrier, and the light sound of the ocean the valley fed into filled the sky. Boomer swung his leg back over the edge, whistling softly. He tapped his fingers against the metal, taking glances at Roxie.

"How does that whole spider thing work?" he asked, breaking the air. Roxie's head snapped to him.

"How does what work?"

"Are those spiderlegs real?"

"Real?!" Roxie huffed. "I was born with these."

"So you're part spider?" Boomer snickered. "Freak."

"Part alien. Arachnichimp." Roxie shoved the boy with one of her spiderlegs. "If I'm a freak, I don't even want to know what you are. Bugged-eyed loser." Boomer reached out, taking hold of her spiderleg and tugging it, and in turn Roxie, over to him.

"It's smooth?" he questioned, running his other hand along it. Roxie pulled it back away from him.

"Get your hands off me!" she yelled, holding her own limb. "Jeez, you pig. You could've asked first."

"Whatever." he scoffed. "Go find your own place to sulk then. I was here first."

Roxie simply scooted a bit farther away from Boomer, grumbling as she stared over the edge. The awkward tension sitting over this riveting conversation drove Roxie to decide to stand, attempting to give up and head back to the crowd.

"So… What happened back there?" Boomer feebly asked, Roxie's gaze jerking to him.

"Excuse me?"

"Ugh, come on." the boy groaned as Roxie re-approached him. "Don't make me repeat myself."

"So you do care about my emotions?" she snickered, crossing her arms across her chest. "Big bad Rowdyruff Boomer has a heart after all."

"How do you know my name?" Boomer asked, watching Roxie sit next to him again, but keeping her distance.

"Dude, you and your brothers are highly public supervillains." Roxie laughed. "Your parents are two of the most notorious criminals in Townsville. You're a copy of my neighbor."

"Yuck." Boomer growled. "I get the picture. Are you gonna give me the sob story I asked about or keep being annoying?"

"If you keep being an ass then-" Roxie started to nag, pausing to release a heavy sigh. "I went back to the fight when I probably shouldn't have, to help get people to safety. And when I thought we were good, a guy… died... "

"... Heavy shit." Boomer nodded. Despite his disinterested tone, he seemed to look like he really cared.

"My closest friends all died two weeks ago." she continued. "During the invasion… Why am I hurting from this death? I didn't even know him, I wasn't even responsible... I already lost multiple people. When am I gonna be desensitized to all of this horror?!"

Roxie looked to Boomer as she finished her thought, awaiting his response. The boy blinked at her, staring her down without a word. He whistled again, scratching the back of head.

"Sounds like a pretty rough life." he shrugged.

"Really?" Roxie grumbled. "You want me to tell you my sorrows to say that?"

"I'm more of a listener." he shrugged his shoulders again. "I don't know what you'd want me to tell you anyways. I can't relate to that." Roxie hung her head with a sigh.

"Forget it, dude." she said. "It's good to just talk about it too… I'm not sure I really want you to understand what's going through my head anyways."

Boomer let another whistle loose, patting the metal he sat on and hoisting himself off the edge. Roxie jolted up at his actions, beginning to relax again once the Rowdyruff floated up to the carrier again. He hovered a few feet in front of Roxie, the valley far below him. His webbed leg stayed stiff as he folded his arms.

"My job here's done then." he sneered, winking at Roxie.

"You didn't do anything."

"I let you intrude on me and blab about your issues!" Boomer cried. "You said it was good to talk about it. Now I'm done talking to you!"

"Yeah, typical." Roxie laughed. "Good then! I'll finally get my alone time."

"Good then!" Boomer repeated.

"Yeah!" Roxie waved her hand to shoo the boy away. "But, uh, thanks, Boomer. I'm really surprised you'd listen to me like this."

"Well don't tell anyone about it." Boomer held two fingers up to his eyes, then pointed them to Roxie. "Especially those bratty Powerpuffs, or else. I'm not above hitting a girl."

"As long as you know I'll hit you back." Roxie smirked. "I could break your leg as easily as I patched it up!"

"HEY BOOMER!" a hoarse voice yelled from nearby. Butch's green light trail sped past Boomer.

"That's my cue." Boomer said, gesturing to his eyes and then Roxie with his two fingers again. "Keep it zipped."

The red light trail belonging to Brick zoomed by, and Boomer turned to follow. Roxie watched the light trails head south, and then faded slowly.

Too many thoughts partied in Roxie's head. She slumped on the metal deck, pulling her legs up so they wouldn't hang and resting against a block-like wall. From shocking everyone by jumping back into battle, Jasper accidentally ditching Roxie again, witnessing Doyle's heroic sacrifice, and even this strange, (and debatably out-of-character), heart to heart with Boomer, she couldn't decide what to focus on first. She lifted her hands, rubbing her temples and closing her eyes.

It seemed all her thoughts, combined with her extensive day, tired her out, as Roxie fell asleep right there on the Carrier. Luckily, Jasper had already been looking for his sister, and chuckled at the sight of her all tuckered out. Her brother scooped her up in his arms, carrying her off to return her home.

**Notes for the Chapter:**

> As always, reviews positive and negative alike are welcomed and encouraged!
> 
> I had lots of moments where I got stuck writing this chapter, which is why I didn't deliver on my August release promise. Admittedly, I don't think this chapter is my best work, but 'tis the life of an author. I already have the whole story, and eventual series, mapped out, and I think this chapter was a great learning experience for me to not be so strict with what I planned. I'm not sure why I'm rambling about my own thought process here, but oh well! I guess the point is that despite the rough time I had writing this, I'm happy with how it turned out!
> 
> And now it's onto the next chapter! Here's hoping I can get it up quicker than five months later this time! Please feel free to DM me on here or Discord with any questions/comments/concerns, and remember that the continuity of represented shows can be found in the footnotes of the first chapter.
> 
> Alice Spacebyte and Gale Spacebyte (c) AnimeGirl 144(FFN)/Kyra Xyrespace(FFU)


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